Closing Equity definition

Closing Equity means the consolidated total assets of Company as of the Closing Date less the consolidated total liabilities of Company as of the Closing Date, in each instance computed in accordance with the Agreed Accounting Principles, and in any case unaffected by the election made pursuant to Section 338 of the Code.

Closing Equity means the consolidated stockholders equity of the Company (plus any net intercompany amounts due to Seller that are forgiven pursuant to Section 12.2 hereof) as reflected in the Closing Balance Sheet (as defined in Section 4.1).

Closing Equity shall be defined as the assets of the Company reduced by its liabilities as shown in the Closing Balance Sheet with the following clarifications, adjustments, and exceptions (regardless of whether such clarifications, adjustments, and exceptions are in accordance with GAAP, generally accepted auditing standards ("GAAS"), or the Company's past practices):

Examples of Closing Equity in a sentence

• The "Estimated Purchase Price" shall be the Base Price as adjusted by the Estimated Closing Equity Adjustment Amount (as defined below) (which shall not exceed a positive $5,000,000 and which may be a negative number).

• The "Purchase Price" shall be $500,000,000 (Five Hundred Million Dollars) (the "Base Price") adjusted by the Closing Equity Adjustment Amount (which may be a negative number).

• Upon and subject to the terms herein, at Closing, Buyer will issue and deliver to Seller, in Seller’s name, in book entry, the Closing Equity Consideration set forth in Schedule 1 attached hereto, free and clear of all Encumbrances (other than those arising under securities laws and pursuant to the Lock-up Letter).

• Sellers shall pay or reimburse Purchaser or the Acquired Company Entities for, as applicable, all Taxes related to a Pass-Through Tax Return imposed on the Acquired Company Entities in respect of any period through the Closing Date, and all income Taxes imposed on the Acquired Company Entities in respect of any period through the Closing Equity Value Date.

• It is not mandatory.− Relationships: this attribute lists the relationships, from a set of predefined ones, among this term an other terms.

More Definitions of Closing Equity

Closing Equity means, as of the Closing Date, the amount by which (a) the assets of the Company (net of appropriate reserves) on such date are greater than (b) the liabilities of the Company on such date, in each such case as determined in accordance with GAAP applied in a manner consistent with that used to prepare the 2000 Balance Sheet (as described on SCHEDULE 4.07(b) hereto). If, as of any date, the amount referred to in clause (b) of the immediately preceding sentence is greater than the amount referred to in clause (a) of such sentence, the amount of Closing Equity as of such date shall be a negative number.

Closing Equity means the number of Units held by a Unitholder as of the date of its initial Capital Contribution, provided that for purposes of any calculation comparing a Unitholder’s ownership of equity in the LLC with such Unitholder’s Closing Equity, the effect of (i) any recapitalization or exchange or conversion of securities of the LLC, (ii) any redemption or repurchase of securities of the LLC or (iii) any subdivision (by Unit split or otherwise) or any combination (by reverse Unit split or otherwise) of any outstanding Units, in each case which occurs between the date of its initial Capital Contribution and the date of such calculation and which is pro rata in effect, shall be disregarded.

Closing Equity means the stockholders' equity of Murdxxx xx of the close of business on the day immediately preceding the date of Closing as determined in accordance with GAAP and as verified by ABI plus (i) any cash expenditures up to a maximum of $270,000 made and actually paid in connection with the cancellation of the Information Processing Agreement, dated March 24, 1994,

Closing Equity has the meaning set forth in the recitals.

Closing Equity has the meaning set forth in Section 1.5(b).

Closing Equity means Genoa's shareholders' equity as calculated in accordance with United States generally accepted accounting principles ("GAAP") on the Closing Date, exclusive of (i) termination expenses for data processing contracts and employment contracts or change of control agreements and investment banking, legal and accounting expenses recognized by Genoa in connection with the Merger, (ii) reserves, accruals and charges taken or established by Genoa at the request of FDEF in accordance with Section 6.03 of this Agreement, (iii) net unrealized gains or losses on Genoa's securities portfolio, and (iv) any accounting changes requested by FDEF pursuant to Section 6.03 hereof (the "Equity Adjustments"). The term

Closing Equity means the consolidated total assets of Company as of the Closing Date less the consolidated total liabilities of Company as of the Closing Date, in each