Estimated Closing Adjustment definition
Estimated Closing Adjustment shall have the meaning set forth in Section 2.3(b).
Estimated Closing Adjustment has the meaning set forth in Section 2.17(a)(ii).
Estimated Closing Adjustment means the sum of the Closing Adjustment Items estimated as of the Closing Date pursuant to the Estimated Closing Adjustment Statement in accordance with the provisions of Section 1.4.
Examples of Estimated Closing Adjustment in a sentence
No later than fifteen (15) Business Days after ▇▇▇▇▇’s receipt of the Estimated Closing Statement, Buyer shall provide to Seller its good faith objections, if any, to the Estimated Closing Adjustment in writing.
If Seller and Buyer are unable to reach resolution prior to the Closing Date or if Buyer does not timely object to the Estimated Closing Adjustment as provided above, the Purchase Price shall be adjusted at the Closing by the amount of the Estimated Closing Adjustment, as modified to reflect any agreement reached between Seller and Buyer on any item in dispute.
If Buyer objects to the Estimated Closing Adjustment within such period, Seller and ▇▇▇▇▇ shall attempt to resolve their differences by good faith negotiation.
More Definitions of Estimated Closing Adjustment
Estimated Closing Adjustment has the meaning set forth in Section 17.7(a). “Estimated Closing Statement” has the meaning set forth in Section 17.7(a). “Estimated Purchase Price” has the meaning set forth in Section 17.7(a). “Excluded Assets” has the meaning set forth in Section 16.2.
Estimated Closing Adjustment means the sum of the estimated amount of the Closing Adjustment Items as of the Closing Date to be delivered with the Estimated Closing Adjustment Statement in accordance with the provisions of Section 2.6(a).
Estimated Closing Adjustment has the meaning given to such term in Section 1.4(a).
Estimated Closing Adjustment shall be an amount equal to the Estimated Closing Working Capital minus the Target Working Capital.
Estimated Closing Adjustment means (a) the Estimated Closing Cash, minus (b) the Estimated Closing Debt Amount, minus (c) the Estimated Negative Working Capital Adjustment (if any), plus (d) the Estimated Positive Working Capital Adjustment (if any).
Estimated Closing Adjustment means the arithmetic sum of (i) the Estimated Seller Expenses plus (ii) the absolute value of the Estimated Working Capital Adjustment plus (iii) the absolute value of the Estimated Indebtedness as of the Close of Business on the Closing Date.
Estimated Closing Adjustment shall be an amount equal to the Estimated Closing Working Capital minus $1,610,000 (the “Target Working Capital”). If the Estimated Closing Adjustment is a positive number, the Cash Consideration shall be increased by the amount of the Estimated Closing Adjustment. If the Estimated Closing Adjustment is a negative number, the Cash Consideration shall be reduced by the amount of the Estimated Closing Adjustment.