Closing Date Payment definition

Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

Closing Date Payment has the meaning set forth in Section 3.1.1.

Closing Date Payment shall have the meaning given to such term in Section 2.2.2.1 herein.

Examples of Closing Date Payment in a sentence

• The Purchaser is paying the Closing Date Payment for the consummation of the Acquisition and the other transactions contemplated hereby, and has not thereby paid more than reasonably equivalent value or fair consideration in exchange of the Purchased Shares subject to the adjustment and indemnification rights hereunder (including with respect to diminution of value).

• Such Seller is receiving such Seller’s Relevant Portion of the Closing Date Payment Amount for the consummation of the Acquisition and the other transactions contemplated hereby, and has not thereby received less than reasonably equivalent value or fair consideration in exchange therefor.

• Upon delivery to the Purchaser at the Closing of certificates representing such Seller’s Relevant Purchased Shares, together with related share transfer deeds and other necessary instruments of transfer fully executed by such Seller for transfer to the Purchaser, and upon such Seller’s receipt of such Seller’s Relevant Portion of the Closing Date Payment Amount good and valid title to such Seller’s Relevant Purchased Shares will pass to the Purchaser, free and clear of any Liens.

More Definitions of Closing Date Payment

Closing Date Payment shall have the meaning ascribed to it in Section 3.

Closing Date Payment is defined in Section 2.3(a) of this Agreement.

Closing Date Payment is defined in Section 2.3(b).

Closing Date Payment means the payment of the Special Cash Payment (as defined in the Separation Agreement).

Closing Date Payment has the meaning set forth in Section 2.2(a).

Closing Date Payment has the meaning specified in Section 3.2.

Closing Date Payment means an amount equal to (a) $[____________], plus (b) the Positive Estimated Working Capital Adjustment, if any, minus (c) the Negative Estimated Working Capital Adjustment, if any, minus (d) the Escrow Amount.