Closing Debt Amount definition

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

Closing Debt Amount means the amount of Indebtedness of the Company as of the Closing Date immediately prior to the Closing.

Closing Debt Amount means the amount of Debt of the Company as of the close of business on the date hereof.

Examples of Closing Debt Amount in a sentence

• Promptly following the Closing and in order to verify the accuracy of the adjustment made at Closing, the Purchaser agrees to cause the internal accounting staff and the independent certified public accountant of the Purchaser (the "Accountants") to verify the Closing Debt Amount.

• The Base Purchase Price shall be reduced, at Closing, by $1.00 for each $1.00 of Debt reflected on the Company's Closing Balance Sheet (the "Closing Debt Amount").

• The determination of the Closing Debt Amount by the Accountants shall be conclusive and binding upon the parties hereto unless the Seller shall object to the Accountants' CDA Report within fifteen (15) days following their receipt of the Accountants' CDA Report.

• The Seller's objection, if any, to the Accountants' CDA Report (the "Seller's CDA Objection") shall set forth in reasonable detail the Seller's objection(s) to the Accountants' CDA Report and the Seller's calculation of the Closing Debt Amount.

• The Accountants shall issue a report as to their determination of the Closing Debt Amount (the "Accountants' CDA Report") promptly after their determination of such amount and the Purchaser shall deliver the Accountants' CDA Report to the Seller not later than sixty (60) days following the Closing Date.

More Definitions of Closing Debt Amount

Closing Debt Amount means, without duplication, the total amount of the Company’s Debt as of immediately prior to the Effective Time, but excluding all Unpaid Transaction Fees to the extent they would otherwise be considered part of the Closing Debt Amount.

Closing Debt Amount means the amount of Indebtedness of the Acquired Companies existing as of the Effective Time (without giving effect to any financing or refinancing transactions or repayment of existing Indebtedness taking place in connection with the Closing but including any interest, fees, premiums or penalties that accrue on such existing Indebtedness as a result of the Closing).

Closing Debt Amount means the total amount of Closing Debt as of immediately prior to the Closing.

Closing Debt Amount means, as of the Effective Time, the aggregate amount of all Indebtedness of the Company and the Subsidiaries.

Closing Debt Amount means the aggregate amount of all Indebtedness of the Company as of immediately prior to the Closing (other than the Indebtedness set forth in Section 1.1(a) of the Company Disclosure Schedule); provided that the Closing Debt Amount shall not include any Indebtedness that are included in the calculation of Net Working Capital.

Closing Debt Amount means the sum (without duplication) of the aggregate dollar amount of Company Indebtedness outstanding immediately prior to the Closing (including, for the avoidance of doubt, the aggregate dollar amount payable pursuant to the Payoff Letters), determined in accordance with the Accounting Principles.

Closing Debt Amount means (a) the amount of Debt of the Group Companies, as of immediately prior to the Closing, determined in accordance with the Accounting Principles, plus (b) the Company Tax Liability.