Agent Expense Amount definition

Agent Expense Amount has the meaning specified in Section 8.5. “Agent Expense Date” has the meaning specified in Section 8.5. “Agent Expense Notice” has the meaning specified in Section 8.5.

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Agent Expense Amount means the reasonable and documented fees and out-of-pocket expenses of the Agent incurred in connection with the closing of this Agreement and the other Note Documents, including Attorneys’ Fees and expenses and expenses incurred in connection with Agent’s due diligence investigation. It being understood that, unless agreed otherwise with the Issuers, the fees and expenses to be paid by the Issuer on the Closing Date shall not [***] less any amounts paid by Issuer prior to the Closing Date.

Agent Expense Amount means, at any time, any cost, expense or other amount owed by any Borrower to any Agent under this Agreement, and not paid as of such time, including, without limitation, those owed under Sections 2.07, 2.10 and 11.04 of this Agreement.

Examples of Agent Expense Amount in a sentence

If the Agent Expense Amount is received by Seller at any time after 5:00 p.m. (New York time) on the Agent Expense Date, such Agent Expense Amount shall be deemed to have been received on the next succeeding Business Day.
On the Closing Date, Acquiror shall deposit the Stockholders’ Agent Expense Amount in an account as directed in writing by the Stockholders’ Agent at least three (3) Business Days prior to the Closing.
The Sellers’ Agent shall disperse to the Sellers the remaining balance of the Sellers’ Agent Expense Amount in accordance with the allocation schedule set forth on Schedule A, as and when determined by the Sellers’ Agent in his sole discretion.
The Agent Expense Account shall held in and distributed in accordance with the provisions of the Escrow Agreement and be available to cover the Effective Time Holders’ Agent Expenses and such funds shall not be available to Acquirer to cover Indemnifiable Damages and no portion of the Agent Expense Amount shall constitute part of the Escrow Fund.
The Agent Expense Account shall held in and distributed in accordance with the provisions of the Escrow Agreement and be available to cover the Merger Consideration Recipients’ Agent Expenses and such funds shall not be available to Acquirer to cover Indemnifiable Damages and no portion of the Agent Expense Amount shall constitute part of the Escrow Fund.
The Agent Expense Amount shall be withheld from each Converting Holder and Management Plan Participant based on such Converting Holder’s or Management Plan Participant’s Pro Rata Share, and each Converting Holder and Management Plan Participant shall be deemed to have contributed to the Agent Expense Fund such Converting Holder’s or Management Plan Participant’s Pro Rata Share of the Agent Expense Amount, to be held by the Stockholders’ Agent pursuant to this Agreement.
The Escrow Amount and the Stockholders’ Agent Expense Amount shall be deducted on a pro rata basis from the Merger Consideration attributable to each share of Target Preferred Stock.
On the Closing Date, Acquiror shall deposit, or cause to be deposited, in the account of the Stockholders’ Agent set forth in the Spreadsheet, an amount of cash equal to the Agent Expense Amount (such funds being referred to herein as the “Agent Expense Fund”).
At the Effective Time, Acquirer shall deposit with the Stockholders’ Agent the Stockholders’ Agent Expense Amount (the aggregate amount of cash so held by the Stockholders’ Agent from time to time, the “Stockholders’ Agent Expense Fund”), which Stockholders’ Agent Expense Fund shall be used by the Stockholders’ Agent solely for the payment of expenses incurred by it in performing its duties in accordance with Section 8.7.
The Shareholders’ Agent Expense Amount shall be used by the Shareholders’ Agent for the payment of expenses incurred by it in performing its duties in accordance with Section 9.7 (the “Shareholders’ Agent Expense Fund”).

More Definitions of Agent Expense Amount

Agent Expense Amount has the meaning ascribed thereto in Section 12.12(g).

Agent Expense Amount means an amount in cash equal to $50,000,