Aggregate Closing Amount definition

Aggregate Closing Amount means an amount equal to (i) the Estimated Aggregate Purchase Price, minus (ii) the Expense Fund Amount minus (iii) the Special Indemnity Holdback.
Sample 1
Aggregate Closing Amount means the amount equal to: (a) the Exchange Agent Closing Time Consideration Amount; plus (b) the Indemnity Amount; plus (c) the Retention Amount; plus (d) the Aggregate Special Contingent Amount, plus (e) the aggregate amount of withholdings deducted pursuant to Section 2.2(g)(i)(B)(1) (if any);
Sample 1Sample 2
Aggregate Closing Amount has the meaning set forth in Section 1.4(a).
Sample 1

Examples of Aggregate Closing Amount in a sentence

  • Schedule C attached hereto sets forth the Company’s preliminary calculation of the allocation of the Aggregate Closing Amount and the allocation of the Aggregate Cash Amount entitled to be received in accordance with this Agreement by each Equityholder.

  • Except as set forth in the Aggregate Closing Payment Schedule, no Person is entitled to receive any portion of the Aggregate Closing Amount.

  • The portion of the Aggregate Closing Amount payable in respect of the Company RSUs less applicable Taxes required to be withheld with respect to such payment shall be paid by the Company through special payroll immediately prior to the Effective Time.

  • We advise this provision is waived on the basis that the rights and obligations set out in the Shareholders' Agreement and related documents will have restrictions on assignment /sub-contracting which are specific bespoke provisions which will apply and not paragraph 16 of the "Contract Procedure Rules".

  • The Aggregate Closing Amount shall be paid to Holdings at Closing.

  • The Aggregate Closing Payment Schedule, when delivered in accordance with Section 3.06, will contain a true and correct calculation of the respective amounts of the Aggregate Closing Amount to be paid in accordance with this Agreement to each holder of the Company’s outstanding Company Units and any other equity securities of the Company and will set forth the amounts required to be paid to each such holder in accordance with the Company’s Organizational Documents (as applicable) and the Company Plans.

  • At the Closing, the Buyer shall pay the Aggregate Closing Amount to the Seller as provided in Section 1.3 hereof and the Buildings Purchase Price to the Stockholder as provided in Section 1.5 hereof.


More Definitions of Aggregate Closing Amount

Aggregate Closing Amount means the amount equal to: (a) the Exchange Agent Closing Time Consideration Amount; plus(b) the Indemnity Amount; plus (c) the Retention Amount; plus (d) the Aggregate Special Contingent Amount, plus (e) the aggregate amount of withholdings deducted pursuant to Section 2.2(g)(i)(B)(1) (if any);
Sample 1
Aggregate Closing Amount means (a) the Estimated Net Merger Consideration, less (b) the Aggregate Class E Value.
Sample 1
Aggregate Closing Amount means an amount equal to (i) the Estimated Aggregate Purchase Price,minus (ii) the Expense Fund Amount minus
Sample 1
Aggregate Closing Amount means $57,400,000 minus (1) the aggregate amount of Pre-Closing Distributions, if any, and (2) the amount required at Closing to discharge in full the Transaction Expenses.
Sample 1

Related to Aggregate Closing Amount

  • Closing Amount has the meaning set forth in Section 2.3.

  • Aggregate Commitment Amount means, as of any date, the aggregate of all Commitment Amounts as of such date. On the Effective Date, the Aggregate Commitment Amount is $125,000,000.

  • Aggregate Cap has the meaning set forth in Section 20.1A.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Aggregate Outstanding Amount With respect to any of the Notes as of any date, the aggregate unpaid principal amount of such Notes Outstanding on such date.

  • M&O Amount means the revenue protection payment required as part of this Agreement as set out in TEXAS EDUCATION CODE Section 48.256(d) and shall have the meaning assigned to such term in Section 4.2 of this Agreement.

  • Aggregate Purchase Price has the meaning set forth in Section 1.1.

  • Total Commitment Amount means, at any particular time, the aggregate of the Individual Commitments of all of the Lenders at such time.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Aggregate Value means, with respect to any block of Equity Stock, the sum of the products of (i) the number of shares of each class of Equity Stock within such block multiplied by (ii) the corresponding Market Price of one share of Equity Stock of such class.

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

  • Available Aggregate Commitment means, at any time, the Aggregate Commitment then in effect minus the Aggregate Outstanding Credit Exposure at such time.

  • Aggregate Amount means the aggregate amount by which the resolution authority has assessed that eligible liabilities are to be written down or converted, in accordance with Article 46(1);

  • L/C Amount means the sum of (i) the aggregate face amount of any issued and outstanding Letters of Credit and (ii) the unpaid amount of the Obligation of Reimbursement.

  • FX Reduction Amount is defined in Section 2.1.3.

  • Aggregate Principal Amount means, as of any date of calculation, the principal amount or Accreted Value of the Bonds referred to.

  • Funding Amount has the meaning specified in Section 3.2(a).

  • Pre-Funding Amount With respect to any date, the amount on deposit in the Pre-Funding Account.

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

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

  • Aggregate Revolving Commitment Amount means the aggregate principal amount of the Aggregate Revolving Commitments from time to time. On the Closing Date, the Aggregate Revolving Commitment Amount is $300,000,000.

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

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Aggregate Funded Spread As of any Measurement Date, the sum of: (a) in the case of each Floating Rate Obligation (other than a Defaulted Obligation) that bears interest at a spread over a reference rate based index that is a Benchmark-based Index or is the same as the then-current Benchmark applicable to the Floating Rate Debt (including, for any Permitted Deferrable Obligation, only the excess of the required current cash pay interest required by the Underlying Documents thereon over the applicable index and excluding the unfunded portion of any Delayed Drawdown Collateral Obligation and Revolving Collateral Obligation), (i) the stated interest rate spread paid in Cash on such Collateral Obligation above such index multiplied by (ii) the Principal Balance of such Collateral Obligation; provided that (i) with respect to any Floor Obligation, the stated interest rate spread paid in Cash on such Collateral Obligation over the applicable index shall be deemed to be equal to the sum of (x) the stated interest rate spread paid in Cash over the applicable index and (y) the excess, if any, of the specified “floor” rate relating to such Collateral Obligation over the greater of zero and the applicable index and (ii) the interest rate of each Step-Up Obligation will be deemed to be its current rate of interest and the interest rate of each Step-Down Obligation will be deemed to be the lowest rate of interest that such Collateral Obligation will by its terms pay in the future solely as a function of the passage of time; and (b) in the case of each Floating Rate Obligation (including, for any Permitted Deferrable Obligation, only the required current cash pay interest required by the Underlying Documents thereon and excluding the unfunded portion of any Delayed Drawdown Collateral Obligation and Revolving Collateral Obligation) that bears interest at a spread over an index other than a reference rate based index that is a Benchmark-based Index or is the same as the then-current Benchmark applicable to the Floating Rate Debt, (i) the excess of (x) the sum of such spread and the greater of such index or any applicable floor paid in Cash over (y) the Benchmark applicable to the Floating Rate Debt as of the immediately preceding Interest Determination Date (which spread or excess may be expressed as a negative percentage) multiplied by (ii) the Principal Balance of each such Collateral Obligation.

  • Aggregate Current Bankruptcy Losses With respect to any Distribution Date, the sum of all Bankruptcy Losses incurred on any of the Mortgage Loans in the month preceding the month of such Distribution Date.

  • Aggregate Consideration has the meaning set forth in Section 11.6(C).