Examples of Closing Date Cash Payment in a sentence
Subsequent to the Closing, Purchaser shall be entitled to object to the Proration Schedule and seek Seller’s agreement to the modification thereof (as well as the amount of the Closing Date Cash Payment).
If the parties are unable to agree on the Proration Schedule as of the Closing Date, and all other conditions are otherwise satisfied, the Closing Date Cash Payment shall be determined on the basis of the Proration Schedule prepared by Seller and certified by Guarantors.
The Closing Date Cash Payment, the portion of the Holdback payable to Seller in accordance with Section 3.6 (and the Assumed Liabilities that are properly included in Purchaser’s tax basis for the Acquired Assets) shall be allocated in its entirety among the Acquired Assets in accordance with Section 1060 of the Code.
The net amount due to a party based on the Proration Schedule shall be used to determine the amount of the Closing Date Cash Payment.
Buyer will have at the Closing all funds necessary to pay the Closing Date Cash Payment, deposit the Escrow Amount with the Escrow Agent and otherwise consummate the purchase and sale of the Shares on the Closing Date.