Closing Payment Spreadsheet definition

Closing Payment Spreadsheet has the meaning set forth in Section 2.4.

Closing Payment Spreadsheet has the meaning set forth in Section 8.10(d).

Closing Payment Spreadsheet is defined in Section 4.3(a)(ii).

Examples of Closing Payment Spreadsheet in a sentence

• Parent will make the payments provided for in Sections 2.4(b)(iii)(B) and 2.4(c) by wire transfer of immediately available funds pursuant to wire transfer instructions to be provided by Representative concurrently with the Closing Payment Spreadsheet.

• The Securityholder Representative shall deliver to Buyer an updated version of the Closing Payment Spreadsheet (the “Post-Closing Payment Spreadsheet”) within five (5) Business Days after the determination of the Final Total Closing Consideration in a form and substance reasonably satisfactory to Buyer and accompanied by documentation reasonably satisfactory to Buyer in support of the information set forth therein.

• Any subsequent Payments shall be made in accordance with written disbursement instructions delivered to the Payments Administrator by Buyer and the Representative (“Subsequent Payment Spreadsheet” and together with the Closing Payment Spreadsheet, “Payment Spreadsheet”).

• All such amounts and calculations and components thereof shall be set forth in the Closing Payment Spreadsheet.

• As soon as reasonably practicable following the Closing, Buyer or the Payment Agent shall distribute Letters of Transmittal, to each Company Shareholder that has not already returned to the Payment Agent a Letter of Transmittal distributed by the Company, at the address or email address set forth opposite each such Person’s name on the Closing Payment Spreadsheet.

• Parent and the Paying Agent may rely without any liability to any Person upon the Closing Payment Spreadsheet in making payments pursuant to this Agreement.

• The Buyer Parties shall have received from the Company the Estimated Net Working Capital Statement, the Closing Shareholdings Certificate, the Certificate of Company Transaction Expenses and Company Debts, the Withholding Tax Certificate, and the Closing Payment Spreadsheet.

• As soon as reasonably practicable after the Closing Date, the Paying Agent shall mail exchange documents that Parent, the Company and the Paying Agent may reasonably require to effectuate the payments to be made under Section 1.4 hereof (the “Exchange Documents”), to the respective addresses of the Stockholders and holders of Vested Company Options (to the extent such holders are not able to be paid through the Company’s payroll) set forth in the Closing Payment Spreadsheet.

• However it was identified that a large number of improvements can be made and the service is striving to implement these improvements.

• Upon surrender of such stock certificate or certificates, if any, to the Disbursing Agent together with a properly completed and duly executed letter of transmittal and any other documentation as the Disbursing Agent may reasonably require, the Former Holder thereof will be entitled to receive the Merger Consideration payable in exchange therefor (as specified in the updated CSE Table included in the Closing Payment Spreadsheet), less any amounts required to be withheld under any applicable Tax Law.