Closing Payables definition

Closing Payables means all accounts payables in the Ordinary Course of Business of the Company as of immediately prior to the Closing Date.

Closing Payables as set forth in Section 3.4(a)(iii).

Closing Payables shall have the meaning ascribed to it in Section 2.11(a).

Examples of Closing Payables in a sentence

• Except for the Closing Payables and Assumed Liabilities, and for liabilities incurred by the Company after Closing in the ordinary course pursuant to agreements disclosed in the Disclosure Schedules, neither Buyer, Merger Sub or the Company shall be responsible for any Liabilities of the Company, and such Liabilities shall reduce dollar for dollar the amount of the Merger Consideration otherwise payable to the Sellers.

• For the avoidance of doubt, Buyer is not assuming any debt, Liabilities, commitments or obligations not specifically included as Closing Payables or Assumed Liabilities in Section 2.3(d) or obligations arising post-closing in the ordinary course pursuant to agreements otherwise disclosed in the Disclosure Schedules, and Buyer will be indemnified for such pursuant to Section 6.4.

• The Purchase Price shall be adjusted following the Closing as follows: (i) plus the amount, if any, by which any Closing Receivables exceeds any Closing Payables on the Closing Statement Date, (ii) minus the amount, if any, by which any Closing Payables exceed any Closing Receivables, and (iii) plus the Closing Cash, and payment shall be made in respect of any such post-Closing adjustment as set forth in Section 1.3(c)(ii).

• No later than sixty (60) days after the Closing Date, Purchaser shall cause to be prepared in good faith and delivered to Seller a statement (the “Closing Statement”) setting forth (i) any Closing Receivables, (ii) any Closing Payables, and (iii) any Closing Cash, and a written report that sufficiently demonstrates Purchaser’s calculation of the Adjusted Purchase Price.

• The payables listed on the Closing Payables List shall be paid or otherwise satisfied as provided in section 8.4 below.

• Buyer and IFG agree, and after the Closing Date will cause the FCS Companies to, diligently collect, using commercially reasonable best efforts, the FCS Closing Receivables and pay the FCS Closing Payables in order to maximize the realization of the Net Proceeds of the FCS Closing Receivables.

• As of the Effective Date, the Company shall have cash (the "Closing Cash Amount") in an amount equal to the sum of (i) $389,500, (ii) the accrued bonuses as of the Effective Date for 1995 for all employees of the Company, and (iii) the amount of accounts payable of the Company as of the Effective Date (the "Closing Payables").

• Within sixty (60) days after the Closing Date, Xxxxx shall prepare and deliver to each Seller a statement (the “Buyer Statement”) setting forth Buyer’s calculation of the Closing Cash and Closing Payables.

• Together with the written designation of the Closing Payables, Sellers will deliver to Buyer evidence reasonably satisfactory to Buyer that the creditors receiving payments for Closing Payables have released all other indebtedness or amounts payable by the Company to such creditors (other than any payables to such creditors that are fully reflected in the Estimated Balance Sheet and the Closing Balance Sheet) upon receipt of the payment of the amount of the Closing Payables designated by Sellers.

• The Selling Parties shall have provided the Buyer at the Closing, a list (the "Closing Payables List") containing the Selling Parties' best determination of all payables of Meadowbrook/GA, including accrued but unbilled obligations, outstanding on the Closing Date.

More Definitions of Closing Payables

Closing Payables means as of the Closing the amount of accounts payable of the Company and/or Subsidiary.

Closing Payables means any and all Current Liabilities including, without limitation, accounts payable, trade payables, Taxes (excluding the Louisiana property Taxes and the sales and use Taxes, in each case, with respect to the Xxxxxxxx Facility incurred as of the Closing Date of up to Two Million Six Hundred Thousand Dollars ($2,600,000) in the aggregate) payable or other expenses or liabilities (including accrued payroll and fiscal year 2009 bonuses) relating to the LC Business, the Purchased Assets or the Designated Employees, in each case, which were (i) incurred or accrued by the Company or any Subsidiary on or prior to the Closing Date and (ii) not specifically set forth on the Working Capital Statement or taken into account in calculating the Final Working Capital.

Closing Payables means the outstanding accounts payable of the Vendors as of the Closing Date including all outstanding loans and obligations of the Vendors;

Closing Payables means: the Current Liabilities of the Company, determined as of the open of business on the Closing Date, and as may be adjusted pursuant to Schedule 2 attached hereto and Section 3.07(2) of the Disclosure Schedules.

Closing Payables shall have the meaning set forth in Section 5.7.

Closing Payables means the amount of Payables as of the Closing.