Indebtedness Adjustment. The Purchase Price shall be reduced, dollar for dollar, by the outstanding principal amount of any Adjustment Indebtedness on the Closing Date (the “Indebtedness Adjustment”).
Indebtedness Adjustment. An amount in cash equal to the aggregate amount of any Indebtedness of the Company as of immediately prior to the Effective Time, less
Indebtedness Adjustment. On the Closing Date, the Purchase Price ----------------------- shall be decreased, on a dollar-for-dollar basis, by the amount of the Companies' Indebtedness outstanding on the Closing Date.
Indebtedness Adjustment. No less than three (3) Business Days prior to the Closing Date, Shareholders shall deliver to Buyer a schedule setting forth an estimate of the Company's Indebtedness as of the Closing Date prepared in accordance with GAAP (the "Estimated Indebtedness Schedule"). If the aggregate amount of Indebtedness of the Company as of the Closing Date is greater than Three Hundred Thirty Thousand Dollars ($330,000), the Purchase Price shall be reduced by the amount of such difference (the "Debt Increase Amount"). If the aggregate amount of Indebtedness of the Company as of the Closing Date is less than Three Hundred Thirty Thousand Dollars ($330,000), the Purchase Price shall be increased by the amount of such difference (the "Debt Decrease Amount"). Any such adjustment to the Purchase Price, as determined pursuant to the Estimated Indebtedness Schedule, shall increase or decrease the Cash Payment. Within thirty (30) days after the Closing Date, Shareholders shall deliver to Buyer a schedule which sets forth the Company's actual Indebtedness as of the Closing Date, prepared in accordance with GAAP (the "Final Indebtedness Schedule"). To the extent the aggregate Indebtedness disclosed in the Final Indebtedness Schedule is greater than Three Hundred Thirty Thousand ($330,000), the Shareholders shall pay Buyer the amount of such difference less the Debt Increase Amount, if any, within five (5) Business Days of the delivery of the Final Indebtedness Schedule. To the extent the aggregate Indebtedness disclosed in the Final Indebtedness Schedule is less than Three Hundred Thirty Thousand ($330,000), Buyer shall pay the Shareholders the amount of such difference less the Debt Decrease Amount, if any, within five (5) Business Days of the delivery of the Final Indebtedness Schedule.
Indebtedness Adjustment. 9 (c) Net Current Asset Adjustment for NCL Purchase Price................................... 9 (d) Net Current Asset Adjustment for NLEC Purchase Price................................... 12 2.4 Payment Terms for Consideration for Good Accounts Receivable, Good New Inventory and Spare Parts of NLEC................................................. 15 ARTICLE 3
Indebtedness Adjustment. (a) If the aggregate Indebtedness of the Company and its Subsidiaries (other than IWP Systems and the Inactive Subsidiaries) outstanding as of the open of business on the Closing Date (the “Closing Indebtedness”), is greater than $14,411,215 (the “Target Indebtedness”), as set forth in clause (i)(B) of Section 2.3, the Cash Consideration shall be reduced by an amount equal to such difference.
Indebtedness Adjustment. Within thirty (30) days after the Closing ----------------------- Date, Shareholders shall deliver to Buyer a schedule which sets forth the Company's actual Indebtedness as of the Closing Date, prepared in accordance with GAAP (the "Final Indebtedness Schedule"). To the extent the --------------------------- aggregate Indebtedness disclosed in the Final Indebtedness Schedule is greater than Three Hundred Thirty Thousand ($330,000) (the "Debt Increase ------------- Amount"), the Shareholders shall pay Buyer the amount of the Debt Increase ------ Amount, if any, on or prior to March 10, 2000. To the extent the aggregate Indebtedness disclosed in the Final Indebtedness Schedule is less than Three Hundred Thirty Thousand ($330,000) (the "Debt Decrease Amount"), -------------------- Buyer shall pay the Shareholders the amount of the Debt Decrease Amount, if any, on or prior to March 10, 2000."
Indebtedness Adjustment. After the Final Balance Sheet is determined, the following purchase price adjustments shall be made:
Indebtedness Adjustment. If the amount of Actual Closing Indebtedness as reflected on the final Closing Statement is greater than the Estimated Closing Indebtedness, the Sellers shall pay to Buyer an amount equal to such excess, with each Seller being required to pay its Pro Rata Share of amounts owing pursuant to this Section 1.2(b)(iv)(A). If the amount of Actual Closing Indebtedness as reflected on the final Closing Statement is less than the Estimated Closing Indebtedness, Buyer shall pay to the Seller Representative, for delivery to the Sellers, an aggregate amount equal to such shortfall.
Indebtedness Adjustment. (a) No later than three (3) business days prior to the Closing Date, the Company will deliver to Parent a certificate, executed by an appropriate officer of the Company (the “Indebtedness Certificate”), setting forth (i) a reasonable, good faith estimate of the amounts of Indebtedness as of the date of delivery of the Indebtedness Certificate, and (ii) a reasonable, good faith estimate of the Indebtedness as of the end of business on the Closing Date (“Closing Indebtedness”).
