Closing Payment Adjustment Amount definition

Closing Payment Adjustment Amount amount means the sum of the following (which may be a positive or negative number):
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Closing Payment Adjustment Amount has the meaning set forth in Section 11.2. “Closing Statement” has the meaning set forth in Section 11.2.
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Closing Payment Adjustment Amount means $300,000.
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Examples of Closing Payment Adjustment Amount in a sentence

  • After the Merger Closing, the Closing Payment Adjustment Amount shall be trued-up and the Closing Payment Adjustment True-Up Amount shall be paid in accordance with Section 2.5(c) below.

  • For purposes of clarification, the Arbitrator will have no authority to make any determinations of compliance by the parties hereto with any covenants set forth in this Agreement and may only calculate the Closing Payment Adjustment Amount, Revenue and the 2020 Earn-Out Amount based only on the provisions set forth in this Agreement.

  • As soon as practicable thereafter, the Arbitrator shall determine the amount of each item in dispute and prepare a calculation of the Closing Payment Adjustment Amount, Revenue for the period applicable to the Quarterly Revenue Statement or the 2020 Earn-Out Amount, as applicable, which shall include an explanation in writing of the Arbitrator’s reasons for the determinations set forth therein.

  • If the Closing Payment Adjustment Amount reflects an underpayment by Buyer to Seller, such amount shall be paid to Seller within five (5) days after the Final Balance Sheet has become final and binding on all Parties.

  • Not later than sixty (60) days after the Merger Closing Date, Parent shall prepare and deliver to the Stockholders’ Agent a statement for the detailed calculation of the actual Closing Payment Adjustment Amount (including calculations of each of Cash on Hand, Indebtedness and Company Transaction-Based Amounts) (the “Closing Payment Adjustment Statement”).

  • The Notice of Closing Payment Adjustment Disagreement shall specify in reasonable detail the items in the Closing Payment Adjustment Statement with which the Stockholders’ Agent disagrees and the Stockholders’ Agent proposed computation of the Closing Payment Adjustment Amount based on such items.

  • Not later than three (3) Business Days before the Merger Closing Date, the Company shall deliver to Parent a statement prepared in good faith by the Company of the estimated Closing Payment Adjustment Amount (including calculations of each of estimated Cash on Hand, Indebtedness and Company Transaction-Based Amounts) (the “Estimated Closing Payment Adjustment Amount”).

  • Alternatively, if the Closing Payment Adjustment Amount reflects an overpayment by Buyer to Seller, the Seller shall make payment of such amount to the Buyer within five (5) days after the Final Balance Sheet has become final and binding on all Parties.


More Definitions of Closing Payment Adjustment Amount

Closing Payment Adjustment Amount is defined in Section 2.5(a) hereof.
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Closing Payment Adjustment Amount means $200,000.
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Related to Closing Payment Adjustment Amount

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

  • Closing Payment has the meaning set forth in Section 2.2.

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

  • Adjustment Escrow Amount means $1,000,000.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Adjustment Payment means, in respect of any Security, the payment (if any) determined by the Determination Agent as is required in order to reduce or eliminate, to the extent reasonably practicable, any transfer of economic value to or from the Issuer as a result of the replacement of the Index by the Alternative Pre-nominated Index. The Determination Agent may determine that the Adjustment Payment is zero.

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Working Capital Adjustment Amount means an amount, which may be positive or negative, calculated in accordance with Schedule C, equal to the difference of (a) the Closing Date Adjusted Working Capital minus (b) the Preliminary Adjusted Working Capital.

  • CVR Payment Amount means with respect to each CVR Payment and each Holder, an amount equal to such CVR Payment divided by the total number of CVRs and then multiplied by the total number of CVRs held by such Holder as reflected on the CVR Register.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Interest Adjustment Date With respect to a Mortgage Loan, the date, if any, specified in the related Mortgage Note on which the Mortgage Interest Rate is subject to adjustment.

  • Purchase Price Adjustment has the meaning set forth in Section 2.6.

  • Principal Payment Amount For any Distribution Date, the sum of (i) the scheduled principal payments (if any) on the Mortgage Loans due on the related Due Date, (ii) the principal portion of proceeds received with respect to any Mortgage Loan which was purchased or repurchased pursuant to a Purchase Obligation or as permitted by this Agreement during the Prior Period and (iii) any other unscheduled payments of principal which were received with respect to any Mortgage Loan during the Prior Period, other than Payoffs, Curtailments, Liquidation Principal and Subsequent Recoveries.

  • Unadjusted Principal Distribution Amount As defined in the definition of “Principal Distribution Amount.”

  • Maximum Settlement Amount means the maximum amount the Company may be required to pay pursuant to this Settlement, which is the sum of Three Hundred Thousand Dollars ($300,000), excluding any of the Company’s employer-side share of FICA, FUTA, and other similar, mandatory employer-side payroll taxes. In no event shall the Maximum Settlement Amount exceed the foregoing sum.

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Gross Settlement Amount means $240,000 which is the total amount Standard agrees to pay under the Settlement, except as provided in Paragraph 8 below. The Gross Settlement Amount will be used to pay Individual Class Payments, Individual PAGA Payments, the LWDA PAGA Payment, Class Counsel Fees, Class Counsel Expenses, Class Representative Service Payment and the Administrator’s Expenses.

  • Payment Amount as defined in Section 3.5.

  • Cash Settlement Amount means the “Cash Settlement Amount” as determined by the Calculation Agent in accordance with Paragraph 6.