Estimated Closing Indebtedness Amount definition
Examples of Estimated Closing Indebtedness Amount in a sentence
In the event that the Closing Date Indebtedness as reflected on the Final Purchase Price Adjustment Statement is equal to the Estimated Closing Indebtedness Amount, no adjustment will be due.
In the event that Closing Date Indebtedness as reflected on the Final Purchase Price Adjustment Statement is less than Estimated Closing Indebtedness Amount, Buyer shall pay Seller an amount equal to the difference between the Closing Date Indebtedness and Estimated Closing Indebtedness Amount.
If the Closing Date Statement indicates an Estimated Closing Indebtedness Amount of greater than zero, the Closing Consideration Amount shall be decreased by the amount of such excess.
Buyer shall have the opportunity to review all materials and information used by Seller in preparing such estimate, the Estimated Closing Cash Amount and the Estimated Closing Indebtedness Amount, and Seller shall make available such personnel as are reasonably necessary to assist Buyer in its review of the foregoing.
As used herein, the “Estimated Purchase Price” means an amount equal to (i) $30,000,000, minus (ii) the Estimated Closing Indebtedness Amount, plus (iii) the Estimated Net Working Capital Adjustment Amount (which may be a negative number and therefore a reduction to the Estimated Purchase Price), minus (iv) the amount of Estimated Seller Transaction Expenses.