Closing Adjustment definition

Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

Closing Adjustment has the meaning set forth in Section 3.3(b).

Closing Adjustment shall have the meaning set forth in Section 2.4.

Examples of Closing Adjustment in a sentence

• All adjustments or prorations which could not be determined at the Closing because of the lack of actual statements, bills or invoices for the current period, the year-end reconciliation of Additional Rent, or any other reason, shall be made as a part of the Final Closing Adjustment.

• Upon a Subsequent Closing Adjustment, each holder of shares of Preferred Stock converted pursuant to Section 9(a) shall be sent written notice of such Subsequent Closing Adjustment and the place designated for mandatory conversion of all such shares of Preferred Stock and the repurchase of all Repurchased Shares.

• If such xxxxxxxx or meter readings as of the Business Day preceding the Closing Date are not available for a utility service, the charges therefor shall be adjusted at the Closing on the basis of the per diem charges for the most recent prior period for which bills were issued and shall be further adjusted at the Final Closing Adjustment on the basis of the actual bills for the period in which the Closing takes place.

• Any net adjustment in favor of Purchaser shall be paid in cash by the Sellers to Purchaser no later than thirty (30) days after the Final Closing Adjustment.

• Any net adjustment in favor of the Sellers shall be paid in cash by Purchaser to the Sellers no later than thirty (30) days after the Final Closing Adjustment.

More Definitions of Closing Adjustment

Closing Adjustment shall be an amount equal to (A) the Estimated Closing Adjusted Working Capital, plus (B) $8,000,000.00, minus (C) the amount of the Target Adjusted Working Capital. If the Closing Adjustment is a positive number, the Purchase Price shall be increased by the amount of the Closing Adjustment. If the Closing Adjustment is a negative number, the Purchase Price shall be reduced by the absolute value of the amount of the Closing Adjustment.

Closing Adjustment means an amount equal to: (A) the Working Capital Adjustment (which may be a negative number), plus (B) the Cash, minus (C) the Outstanding Indebtedness, minus (D) the Change of Control Payment Amount (to the extent unpaid as of the Closing).

Closing Adjustment has the meaning set forth in Section 2.06(c).

Closing Adjustment means (i) the amount, if any, by which the Minimum Adjusted Closing Working Capital Target exceeds the Adjusted Closing Working Capital Amount, plus (ii) 50% of any Transfer Taxes.

Closing Adjustment shall be an amount equal to the Estimated Working Capital minus $0 (the “Target Working Capital”). If the Closing Adjustment is a positive number, the Closing Cash Consideration shall be increased by an amount equal to the Closing Adjustment. If the Closing Adjustment is a negative number, the Closing Cash Consideration shall be decreased by an amount equal to the Closing Adjustment.

Closing Adjustment has the meaning set forth in Section 4.6(c).

Closing Adjustment shall equal (i) the Estimated Closing Working Capital, plus (ii) the Estimated Closing Cash Amount, less (iii) the Target Working Capital, less (iv) the Estimated Closing Date Indebtedness, and (v) less the Estimated Closing Date Transaction Fees.