Final Closing Date Payment definition

Final Closing Date Payment means the calculation of the Closing Date Payment based on the Revised Balance Sheet as such calculation is reflected on the Revised Balance Sheet and, pursuant to Section 3.06(c), the Final Balance Sheet.
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Final Closing Date Payment shall be an amount equal to the product of (i) Monsoon Closing Date Net Cash multiplied by (ii) 2/3, which amount shall be:
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Final Closing Date Payment shall have the meaning set forth in Section 2.7(b) “Final Closing Statement” shall have the meaning set forth in Section 2.7(b). “Financial Statements” shall have the meaning set forth in Section 4.14.
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Examples of Final Closing Date Payment in a sentence

  • Appoint Michele Aguilar to serve as a member of the Winton Municipal Advisory Council, until March 31, 2016 and reappoint Shiella Shamblin to serve until March 31, 2019.

  • Following completion of any adjustments pursuant to this Section 1.9, the Parties shall update the Final Allocation Schedule as necessary to reflect the Final Closing Date Payment and any adjustment to the Purchase Price, including any payments of any amounts from the Adjustment Escrow Account or the Indemnity Escrow Account, or any offsets in respect of any Earnout Payments.

  • Within one hundred twenty (120) Business Days after the Closing Date, Buyer shall deliver to the Stockholders' Representative a balance sheet (including the related notes and schedules thereto) of the Company as of the Effective Time, together with a calculation of the Final Closing Date Payment, including in detail the amounts underlying the calculation (the "Revised Balance Sheet").

  • At the Closing, Buyer shall pay or cause to be paid the applicable portion of the Closing Date Payment to each Seller, by wire transfer of immediately available funds, in accordance with the payment instructions contained in the Final Closing Date Payment Schedule.

  • The Closing Statement and the Closing Date Payment determined by the Neutral Accountant shall be deemed to be the Final Closing Statement and the Final Closing Date Payment, respectively.

  • Parent shall have no further obligations with respect to the Final Closing Date Payment after making such payment.

  • If Final Closing Date Payment set forth in the Final Balance Sheet is equal to the Closing Date Payment, then neither Buyer nor the Selling Stockholders shall owe any amount to the other party pursuant to this Section 3.06(d).

  • The preparation of the Closing Statement shall be for the sole purpose of determining the Final Closing Date Payment (as defined below).

  • In five class actions and scores of individual lawsuits in twenty-five years, New York City Department of Correction (“DOC” or the “Department”) inmates have come before this Court alleging a pattern of brutality in New York City’s (the “City’s”) jails.

  • The net response to the calibration standard should be within 10% of the calibration-standard value.


More Definitions of Final Closing Date Payment

Final Closing Date Payment has the meaning set forth in Section 1.9(c).
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Final Closing Date Payment is less than the Estimated Closing Date Payment as set forth on the Estimated Closing Statement (the amount of such shortfall, the “Shortfall”), then the Seller shall pay to the Purchaser an amount equal to the Shortfall by wire transfer of immediately available funds to an account that the Purchaser shall have designated at least forty-eight (48) hours prior to the time for payment specified hereunder; or
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Final Closing Date Payment. Section 2.2(a) hereof.
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Final Closing Date Payment means an amount in cash equal to the Final Purchase Price; provided, however, that (a) if the Final Closing Date occurs prior to the completion of the audit of the Company’s financial statements for the Company’s 2012 fiscal year and the Final Closing is not accelerated pursuant to Section 2.04, the Final Closing Date Payment shall be an amount in cash equal to the Final Purchase Price determined using an estimate prepared by the Purchaser in good faith of the Final Closing EBITDA for the Company’s 2012 fiscal year, and (b) the Final Closing Date Payment shall be reduced by the amount, if any, determined pursuant to Section 10.10. The Purchaser shall deliver to the Seller no later than the third Business Day prior to the Final Closing Date (i) a statement certified on behalf of the Purchaser by the chief financial officer of the Purchaser (not in his personal capacity) setting forth the Purchaser’s calculation in reasonable detail of the Final Purchase Price and the Final Closing EBITDA (including each line item thereof) for the applicable periods (or an estimate thereof, as applicable), and (ii) a statement of the amount, if any, by which the Final Closing Date Payment shall be reduced pursuant to Section 10.10.
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Related to Final Closing Date Payment

  • Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Closing Date Cash means Company Cash as of 11:59 P.M. on the date immediately prior to the Closing Date.

  • Final Closing means the last closing under the Private Placement;

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Additional Closing Date has the meaning set forth in Section 3.

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Closing Date Term Loan has the meaning specified in Section 2.01(a).

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Final closure means the closure of all hazardous waste management units at the facility in accordance with all applicable closure requirements so that hazardous waste management activities under sections 264 and 265 of this regulation are no longer conducted at the facility unless subject to the provisions in § 262.34.

  • Second Closing Date means the date of the Second Closing.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Final Payment Date means the "Final Payment Date" as specified in § 1 of the Product and Underlying Data.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Closing Date Term Loans means the Term Loans made by the Term Lenders on the Closing Date to the Borrower pursuant to Section 2.01(1).