Closing Deductions definition

Closing Deductions has the meaning set forth in Section 1.2(d).
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Closing Deductions shall be:
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Closing Deductions shall not include (and Shareholders shall have no liability with respect to) the following:
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Examples of Closing Deductions in a sentence

  • The Closing Deductions shall, in all events, be treated as occurring in the Short Period (as defined in Section 11.6(a)) and/or in the pre-Closing portion of the Straddle Period.

  • The Key Seller shall consult with Buyer in the preparation of the Preliminary Working Capital Schedule, the Other Closing Deductions and the estimated amount of the Closing Date Cash.

  • For 436 Netlib instances, Cplex is able to solve 237 instances, BP 351 instances and C+CV 354 instances.


More Definitions of Closing Deductions

Closing Deductions is defined in Section 8.4(a).
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Closing Deductions means an amount equal to the sum of (1) the Company Indebtedness at Closing, (2) the Company’s Current Liabilities at Closing and (3) the Company Transaction Expenses.
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Closing Deductions means the sum of the following amounts as of immediately prior to the Effective Time: (a) the Closing Indebtedness Amount; plus (b) the current liabilities of the Acquired Companies (other than liabilities attributable to Deferred Revenue), including all unpaid Company Transaction Expenses but excluding any amounts included in the Closing Indebtedness Amount; plus (c) the following costs related to the Acquired Companies’ Deferred Revenue: network/delivery costs, third-party platform fees, developer royalties and the Company’s reasonable estimate of Taxes that are payable by the Acquired Companies after the Closing Date with respect to such Deferred Revenue , based on an assumed Tax rate of 37%, with each of (a), (b) and (c) determined in accordance with GAAP and computed in a manner consistent with Exhibit G. For the avoidance of doubt, the deferred tax liabilities of the Acquired Companies shall not be included in the “Closing Deductions.”
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Closing Deductions means the total of:
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Closing Deductions means the amounts described in clauses (i) through (v) of Section 1.3(b) above.
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Related to Closing Deductions

  • Transaction Deductions means any deduction permitted for income Tax purposes attributable to (i) Transaction Expenses or other similar expenses paid on or prior to the Closing Date; and (ii) any fees, expenses, and interest (including amounts treated as interest for income Tax purposes) that were incurred in connection with the Indebtedness (or payment thereof).

  • Agreed Deductions means any deductions the Agency Worker has agreed can be made from their pay;

  • Pre-Closing Straddle Period means the portion of the Straddle Period ending on the Closing Date.

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Closing Fees means those fees required to be paid on the Closing Date pursuant to the Fee Letter.

  • Transaction Tax Deductions means any Tax deductions relating to (i) any pay down or satisfaction of Company Indebtedness or other Indebtedness, (ii) the payment or incurrence of any Transaction Expenses or Transaction Bonus Payments and (iii) any other deductible payments attributable to the Contemplated Transactions economically borne by the Seller. For this purpose, any success-based fees shall be treated as deductible in accordance with Rev. Proc. 2011-29.

  • Allowable Deductions means the following costs, charges, and expenses incurred or accrued by Payor:

  • Closing Transaction Expenses means the Transaction Expenses as set forth on the Closing Statement.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Seller Taxes has the meaning set forth in Section 11.1(f).

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Permitted Deductions means the sum of, without duplication, the following costs or expenses:

  • Closing Date Business Plan means the set of Projections of Borrowers for the 3 year period following the Closing Date (on a year by year basis, and for the 1 year period following the Closing Date, on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

  • Transfer Taxes means any transfer, documentary, sales, use, stamp, registration and other similar Taxes and fees (including any penalties and interest) incurred in connection with the Transactions.

  • Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

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

  • Closing Costs means, collectively, all initial costs and fees that identified above and in Section 16 that Seller agrees to pay to Buyer as consideration for agreeing to enter into this Agreement.

  • Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Transaction Payroll Taxes means all employer portion payroll or employment Taxes incurred in connection with any bonuses, option cash-outs or other compensatory payments in connection with the Transactions.

  • Pre-Closing Tax Returns is defined in Section 6.7(b)(iii).

  • Closing Fee has the meaning set forth in Section 2.09(c).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).