Closing Reserves definition

Closing Reserves has the meaning set forth in Section 4.26(f).
Closing Reserves means an amount equal to $45,000,000, which shall be allocated as of the Distribution Date to New SAIC in the amount of $18,000,000 and to Leidos in the amount of $27,000,000. Upon settlement of Indirect Rates for Open Years, responsibility for the costs of any resulting credit or payment due to customers shall be apportioned between the Parties based upon the accounting records supporting the foregoing allocation of the Closing Reserves and, as New SAIC and Leidos make such credits or payments, the Closing Reserves of each of New SAIC and Leidos shall be reduced accordingly on a dollar for dollar basis. If either Party makes any credit or payment to a customer that includes amounts allocable to the other Party pursuant to this paragraph, such Party shall be entitled to reimbursement by the other Party promptly upon delivery to such other Party of evidence of such credit or payment.
Closing Reserves means an amount equal to , which shall be allocated as of the Distribution Date to New SAIC in the amount of and to Leidos in the amount of . Upon settlement of Indirect Rates for Open Years, responsibility for the costs of any resulting credit or payment due to customers shall be apportioned between the Parties based the accounting records supporting the foregoing allocation of the Closing Reserves and, as New SAIC and Leidos make such credits or payments, the Closing Reserves of each of New SAIC and Leidos shall be reduced accordingly on a dollar for dollar basis. If either Party makes any credit or payment to a customer that includes amounts allocable to the other Party pursuant to this paragraph, such Party shall be entitled to reimbursement by the other Party promptly upon delivery to such other Party of evidence of such credit or payment.

Examples of Closing Reserves in a sentence

  • In the event that the Closing Reserves exceed the Indicated Reserve Amount by at least $500,000, Buyer shall pay or cause to be paid to Seller in immediately available funds 90% of the amount (including such $500,000 amount) by which the Closing Reserves exceed the Indicated Reserve Amount (including such $500,000 amount).

  • ULAE Percentage will be determined based on the quotient of (i) the amount of the unallocated loss adjustment expense reserves as of the Closing Date with respect to the Subject Business divided by (ii) the amount of the Closing Reserves.

  • The amount of reserves held by the Lender with respect to the Loan as of the Closing Date shall hereinafter be referred to as the Closing Reserves Amount.

  • In the event that the Closing Reserves exceed the Indicated Reserve Amount by at least $100,000, Buyer shall pay or cause to be paid to Seller in immediately available funds 90% of the amount (including such $100,000 amount) by which the Closing Reserves exceed the Indicated Reserve Amount (including such $100,000 amount).

  • Purchaser acknowledges receipt of the Statement of Estimated Closing Reserves, and the parties agree the Estimated Closing Reserves shall be an upward adjustment to the Closing Payment of $383,247, as set forth in the Statement of Estimated Closing Reserves and the Closing Statement.

  • If, as of the Closing Date, the Closing Reserves Amount exceeds the Base Reserves Amount, such excess shall be credited against the balance of the Purchase Price due at the Closing.

  • Closing Reserves 12,961,664 4,000,000 16,961,664 In accordance with the Council's financial strategy the designated reserves have been established as a contingency reserve to cover any significant costs arriving from legal challenge to any part of the Teaching Council Acts, 2001 to 2015 and from any of the Council's rulings.

  • Neighbourhood First Team - Forecast overspends of £400k relating to shared employee costs in the Neighbourhood First Team, against office cleaning and public conveniences have been resolved through an exercise undertaken on behalf of CMT.

  • Class 10 is Impaired, and holders of Parent Equity Interests are conclusively deemed to have rejected the Plan pursuant to section 1126(g) of the Bankruptcy Code.

  • At the Closing, the Company shall deliver to Purchaser a statement of Estimated Closing Reserves as of the Closing Date (the “Statement of Estimated Closing Reserves”) and work papers setting forth the basis for calculating the Estimated Closing Reserves, which shall be prepared in accordance with Section 3.05(d).


More Definitions of Closing Reserves

Closing Reserves means the Reserves as of the Closing Date COBRA means Section 4980B of the Code and Part 6 of Title I of ERISA, and the regulations promulgated thereunder. Code means the Internal Revenue Code of 1986, as amended, and the Treasury regulations promulgated thereunder. Commitment is defined in Section 7.04(b). Company is defined in the introductory paragraph of this Agreement. Company Audited Financial Statements is defined in Section 4.04(a). Company Disclosure Schedule is defined in the introductory paragraph of Article 4. Company Information Statement is defined in Section 6.04. Company Interim Financial Statements is defined in Section 4.04(a). Company Shareholder Approval is defined in Section 8.01(a).

Related to Closing Reserves

  • Operating Reserve means generation capacity or load reduction capacity which can be called upon on short notice by either Party to replace scheduled energy supply which is unavailable as a result of an unexpected outage or to augment scheduled energy as a result of unexpected demand or other contingencies.

  • Day-ahead Scheduling Reserves Resources means synchronized and non-synchronized generation resources and Demand Resources electrically located within the PJM Region that are capable of providing Day-ahead Scheduling Reserves.

  • Day-ahead Scheduling Reserves means thirty-minute reserves as defined by the ReliabilityFirst Corporation and SERC.

  • Spinning Reserve means the ability to immediately and automatically increase generation or reduce demand in response to a fall in frequency;

  • PDP Reserves means the Proven Reserves which are categorized as both “developed” and “producing” under the definitions for oil and gas reserves promulgated by the Society of Petroleum Evaluation Engineers (or any generally recognized successor) as in effect at the time in question and reasonably acceptable to the Administrative Agent.

  • Financing Costs Adjustment Date means each of the following days:

  • Day-ahead Scheduling Reserves Requirement means the sum of Base Day-ahead Scheduling Reserves Requirement and Additional Day-ahead Scheduling Reserves Requirement.

  • Additional Day-ahead Scheduling Reserves Requirement means the portion of the Day- ahead Scheduling Reserves Requirement that is required in addition to the Base Day-ahead Scheduling Reserves Requirement to ensure adequate resources are procured to meet real-time load and operational needs, as specified in the PJM Manuals.

  • Base Day-ahead Scheduling Reserves Requirement means the thirty-minute reserve requirement for the PJM Region established consistent with the Applicable Standards, plus any additional thirty-minute reserves scheduled in response to an RTO-wide Hot or Cold Weather Alert or other reasons for conservative operations.

  • 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.

  • Required Reserves at any time means the product of (x) the Net Pool Balance and (y) the greater of (I) 13.00% and (II) the sum of (a) the Yield Reserve Ratio, plus (b) the Servicing Fee Reserve Ratio, plus (c) the greater of (i) the sum of the Loss Reserve Ratio and the Dilution Reserve Ratio and (ii) the Minimum Reserve Ratio, each as in effect at such time.

  • Closing Date Net Working Capital shall have the meaning set forth in Section 2.03(c).

  • Estimated Closing Date Net Working Capital has the meaning set forth in Section 2.3(a)(i).

  • Initial Reserve Report means the report prepared by or under the supervision of the chief engineer of the Borrower with respect to certain Oil and Gas Properties of the Borrower and its Restricted Subsidiaries as of December 31, 2018.

  • Closing Value means, as of a particular date, the value of a Share determined by the closing sales price for such Share (or the closing bid, if no sales were reported) as quoted on The New York Stock Exchange for the last market trading day prior to the date of determination, as reported in The Wall Street Journal or such other source as the Administrator deems reliable.

  • 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.

  • 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.

  • road reserve ’ means the area contained within the statutory width of a road, and includes roadways, shoulders and sidewalks and the airspace above such roadways, shoulders and sidewalks and all other areas within the road reserve boundary;

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

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

  • Closing Date Cash has the meaning specified in Section 3.4(a).

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • 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.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Working Capital Escrow Amount means $2,000,000.