Closing Amount definition
Examples of Closing Amount in a sentence
Promptly after (and in any event no later than the first business day after) the Offer Acceptance Time, Parent shall deposit, or shall cause to be deposited, with the Depository Agent cash sufficient to make the payment of the aggregate Closing Amount (payable in respect of the Merger Consideration) payable pursuant to Section 1.01(h).
On or prior to the Closing Date, Parent shall deposit, or shall cause to be deposited, with the Paying Agent cash sufficient to pay the aggregate Closing Amount (payable in respect of the Merger Consideration) payable pursuant to Section 2.05 (together with the amount deposited pursuant to the immediately preceding sentence, the “Payment Fund”).
For the avoidance of doubt, at the Effective Time, each Company Option that is then outstanding and unexercised, whether or not vested and which has a per Share exercise price that is equal to or greater than the Closing Amount, shall be cancelled with no consideration payable therefor.
As of the Offer Acceptance Time, Parent will have available funds in an amount sufficient to consummate the Transactions by payment in cash of the aggregate Closing Amount due at the Offer Acceptance Time, the portion of the aggregate Merger Consideration payable in cash due at the Effective Time and the aggregate amounts payable in cash to holders of Company Options and Company RSUs following the Effective Time pursuant to Section 2.08(c).
If your employment is terminated by the Company for Cause or you terminate your employment [without Good Reason] after the Closing Amount is paid and prior to the Anniversary Date, you will be required to promptly repay the Closing Amount to the Company.