Final Company Transaction Expenses definition

Final Company Transaction Expenses has the meaning set forth in Section 2.3(b)(iv).

Final Company Transaction Expenses means the Transaction Expenses, as finally determined pursuant to Section 2.4(b).

Final Company Transaction Expenses has the meaning set forth in Section 2.5(a).

Examples of Final Company Transaction Expenses in a sentence

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• The “ Buyer Adjustment Amount” means the excess, if any, of the sum of (I) Estimated Working Capital, Estimated Cash, Final Funded Indebtedness, and Final Company Transaction Expenses, over the sum of (II) Final Working Capital, Final Cash, Estimated Funded Indebtedness, and Estimated Company Transaction Expenses.

• The Final Closing Indebtedness Calculation, the Final Company Transaction Expenses Calculation, the Final Merger Consideration Calculation and the Post-Closing Adjustment Amount (collectively, the “Final Calculations”) shall be prepared using the same accounting methods, policies and assumptions as were used to prepare the Estimated Schedule consistent with Section 2.9(h) below.

• If Final Company Transaction Expenses are less than Estimated Company Transaction Expenses, then the Estimated Purchase Price shall be increased by the amount of such difference.

• Any amount by which the Final Company Transaction Expenses exceeds the Estimated Company Transaction Expenses shall be a reduction to the Purchase Price.

More Definitions of Final Company Transaction Expenses

Final Company Transaction Expenses means (x) the Company Transaction Expenses as set forth in the Adjustment Report if Sellers’ Representative accepts the Adjustment Report as delivered or does not timely deliver an Objection Notice, or (y) the Company Transaction Expenses as determined pursuant to Section 2(e)(iii) above, if Sellers’ Representative timely delivers an Objection Notice.

Final Company Transaction Expenses means the Transaction Expenses, as finally determined pursuant to Section 2.4(b). “Final Debt Amount” means the Debt Amount, as finally determined pursuant to Section 2.4(b).

Final Company Transaction Expenses means Company Transaction Expenses as of immediately following the Closing.

Final Company Transaction Expenses means the aggregate amount of Company Transaction Expenses, as set forth on the Final Balance Sheet; provided, that, any Company Transaction Expenses taken into account in determining the Final Working Capital Adjustment shall not be taken into account in determining the Final Company Transaction Expenses.

Final Company Transaction Expenses means Closing Company Transaction Expenses as finally determined pursuant to Section 1.9(c) or Section 1.9(d), as the case may be.

Final Company Transaction Expenses respectively. For the avoidance of doubt, the exclusion or inclusion of an item in the calculation of the Target Working Capital Amount shall have no bearing on whether such item shall also be excluded or included in the determination of the Final Working Capital Amount. During the review by the Independent Arbitrator, the Securityholder Representative and Parent shall each make available to the Independent Arbitrator such party’s current and former personnel and such information, books, records and work papers, as may be reasonably required by the Independent Arbitrator to fulfill its obligations under this Section 3.6(c); provided, however, that the independent accountants of the Securityholder Representative or Parent shall not be obligated to make any working papers available to the Independent Arbitrator unless and until the Independent Arbitrator has signed a customary confidentiality and hold harmless agreement relating to such access to working papers in form and substance reasonably acceptable to such independent accountants.

Final Company Transaction Expenses means the amount finally determined to be the Actual Company Transaction Expenses pursuant to Section 1.8(b).