Transaction Costs Amount definition

Transaction Costs Amount means the amount of the Transaction Costs;
Transaction Costs Amount has the meaning given to that term in clause 3.5(a)(2). Transaction Documents the following agreements: 1 this agreement; 2 the TSA; 3 the IP Assignment Deeds; 4 the Trend SAP Project Agreement; 5 the Transitional Branding Deed; 6 the Supply Agreements; 7 each Sale of Land Contract; 8 the [Redacted] License; and 9 the contract of sale to be entered into by Stegbar Pty Ltd and 00 Xxxxxxx Xxxxxx – Queanbeyan Pty Ltd in relation to the Queanbeyan Property, in the form agreed by the Buyer and the Seller (acting reasonably). Transitional Branding Deed the Branding Deed to be entered into by the Company and JELD-WEN, Inc on Completion, substantially in the form set out in Attachment 1. Treasurer the Treasurer of the Commonwealth of Australia. Trend SAP Project Agreement the Trend SAP Project Agreement between the Seller and the Buyer dated on or about the date of this agreement. TSA the Transitional Services Agreement to be entered into by the Company and JELD-WEN, Inc. on or about the date of this agreement. W&I Insurer HCC International Insurance Company Plc, as primary insurer, and Liberty Global Transaction Solutions, the trading name of Liberty Mutual Insurance Company, Australia Branch, as first excess insurer. W&I Policy the warranty and indemnity insurance policies issued to the Buyer providing insurance coverage to the Buyer against Loss arising out of or in connection with a breach of the Warranties or the Indemnities and naming the Buyer as the insured, subject to the limitations set out in the policies.

Examples of Transaction Costs Amount in a sentence

  • Parent shall have an opportunity to review such Estimated Transaction Costs Amount and Estimated Company Net Debt.

  • In addition to continuing the Centers’ core model, OFE will be making several enhancements to the model, which will be reflected in the upcoming RFP.

  • The Estimated Transaction Costs Amount and the Estimated Company Net Debt shall be deemed to be the Transaction Costs and Company Net Debt, respectively, for purposes of calculating the Merger Consideration payable and issuable at the Closing.

  • If Parent and the Company are unable to agree upon the Estimated Transaction Costs Amount and Estimated Company Net Debt, then the Estimated Transaction Costs Amount and Estimated Company Net Debt as determined by Parent shall be deemed to be the Transaction Costs Amount and Company Net Debt for the purpose of calculating the Merger Consideration payable and issuable at the Closing.

  • If Parent disputes the Estimated Transaction Costs Amount or Estimated Company Net Debt, the Company shall cooperate with Parent in good faith to agree upon the amount of the Estimated Transaction Costs Amount and Estimated Company Net Debt.

  • Tenant shall, as a condition to such election, pay to Landlord a termination fee in the amount of (1) the Unamortized Transaction Costs Amount (as hereinafter defined), plus (2) the product of four (4) multiplied by the Fixed Rent monthly installment, Tax Estimate monthly installment and Expense Estimate monthly installment which would be due and owing for the calendar month immediately following the Termination Date if the Lease had not been terminated (collectively, the “Termination Fee”).

Related to Transaction Costs Amount

  • Transaction Costs means all fees, costs and expenses incurred or payable by Holdings, the Borrower or any other Subsidiary in connection with the Transactions.

  • Transaction Expenses means any fees or expenses incurred or paid by the Investors, Holdings, the Borrower or any of its (or their) Subsidiaries in connection with the Transactions (including expenses in connection with hedging transactions), this Agreement and the other Loan Documents and the transactions contemplated hereby and thereby.

  • Acquisition Costs means all fees, costs, expenses, stamp, registration or transfer Taxes incurred by the Group in connection with the Acquisition.

  • Estimated Transaction Expenses has the meaning set forth in Section 2.3(a).

  • Company Transaction Costs means the transaction costs and expenses of the Acquired Companies relating to the Merger, including all legal and accounting fees, brokerage fees, commissions and finders’ fees payable to brokers or finders that were employed by any Acquired Company or any of its agents, officers, directors or employees or agents thereof.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Capitalization Reimbursement Amount As to any Distribution Date, the amount of Advances or Servicing Advances that were added to the Stated Principal Balance of the related Mortgage Loans during the prior calendar month and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date pursuant to Section 3.10(a)(vii), plus the Capitalization Reimbursement Shortfall Amount remaining unreimbursed from any prior Distribution Date and reimbursed to the Master Servicer or Subservicer on or prior to such Distribution Date.

  • Company Expenses has the meaning provided in Section 8.3.

  • Termination Costs The costs and expenses related to the termination of any Servicer, the appointment of a successor servicer or the transfer and assumption of servicing with respect to the related Servicing Agreement, including, without limitation, the items set forth in Section 3.03(c).

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Closing Transaction Expenses means the Transaction Expenses as set forth on the Closing Statement.

  • Unpaid Transaction Expenses has the meaning specified in Section 2.4(c).

  • Final Transaction Expenses has the meaning set forth in Section 3.2(b).

  • Collection Costs means an amount that the Municipality can charge with regard to the enforcement of a consumer’s monetary obligations;

  • Acquisition Cost means the cost to acquire a tangible capital asset including the purchase price of the asset and costs necessary to prepare the asset for use. Costs necessary to prepare the asset for use include the cost of placing the asset in location and bringing the asset to a condition necessary for normal or expected use.

  • Restructuring Costs means the costs, including both direct and indirect, of restructuring activities. Restructuring costs that may be allowed include, but are not limited to, severance pay for employees, early retirement incentive payments for employees, employee retraining costs, relocation expense for retained employees, and relocation and rearrangement of plant and equipment. For purposes of this definition, if restructuring costs associated with external restructuring activities allocated to DoD contracts are less than $2.5 million, the costs shall not be subject to the audit, review, and determination requirements of paragraph (c)(4) of this subsection; instead, the normal rules for determining cost allowability in accordance with FAR Part 31 shall apply.

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Working Capital Adjustment Amount means the amount (which may be positive or negative) equal to the result of the Closing Net Working Capital minus the Target Working Capital Amount.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

  • Advance Reimbursement Amount has the meaning stated in Section 4.4(b) of the Servicing Supplement.

  • Closing Costs means, collectively, all initial costs and fees that identified above and in Section 16 that Seller agrees to pay to Buyer as consideration for agreeing to enter into this Agreement.

  • Company Reimbursable Costs means the actual costs and expenses incurred by Company and/or its Affiliates in connection with performance of the Company Work or otherwise incurred by Company and/or its Affiliates in connection with this Agreement, and including, without limitation, any such costs that may have been incurred by Company and/or its Affiliates in connection with the Company Work or this Agreement prior to the Effective Date. These Company Reimbursable Costs shall include, without limitation, the actual expenses for labor (including, without limitation, internal labor), services, materials, subcontracts, equipment or other expenses incurred in the execution of the Company Work, all applicable overhead, overtime costs, all federal, state and local taxes incurred (including, without limitation, all taxes arising from amounts paid to Company that are deemed to be contributions in aid of construction), all costs of outside experts, consultants, counsel and contractors, all other third-party fees and costs, and all costs of obtaining any required permits, rights, consents, releases, approvals, or authorizations acquired by or on behalf of Company, including, without limitation, the Required Approvals.

  • Closing Indebtedness Amount means, as of immediately prior to the Effective Time, the aggregate amount of Indebtedness of the Company, including all accrued and unpaid interest, prepayment penalties or fees, and other unpaid fees and expenses payable in respect of such Indebtedness through the Effective Time.

  • Excluded Expenses means an amount a claimant pays for insurance offered under a health benefit plan for a taxable year if:

  • Distribution Costs means all costs of:

  • Transition Costs means the reasonable costs and expenses (including reasonable attorneys’ fees but excluding overhead) incurred or payable by the Successor Servicer in connection with the transfer of servicing (whether due to termination, resignation or otherwise), including allowable compensation of employees and overhead costs incurred or payable in connection with the transfer of the Receivable Files or any amendment to the Sale and Servicing Agreement required in connection with the transfer of servicing.