Final Closing Indebtedness definition

Final Closing Indebtedness means the aggregate amount of Closing Indebtedness set forth in the Final Closing Statement.

Final Closing Indebtedness has the meaning set forth in Section 3.3(b).

Final Closing Indebtedness shall have the meaning ascribed to such term in Section 2.07(d).

Examples of Final Closing Indebtedness in a sentence

• The Final Closing Working Capital, the Final Closing Indebtedness, the Final Closing Share Consideration, the Post-Closing Share Adjustment Amount and the Post-Closing Cash Adjustment Amount (collectively, the “Final Calculations”) shall be prepared in accordance with the Accounting Principles consistent with Section 3.3(h) below.

• The Final Closing Indebtedness Calculation, the Final Company Transaction Expenses Calculation, the Final Merger Consideration Calculation and the Post-Closing Adjustment Amount (collectively, the “Final Calculations”) shall be prepared using the same accounting methods, policies and assumptions as were used to prepare the Estimated Schedule consistent with Section 2.9(h) below.

• If Shareholders’ Representative fails to deliver the Objections Statement before the expiration of the Review Period, the Final Closing Net Working Capital Statement and the Final Closing Net Working Capital, Final Closing Cash, Final Closing Indebtedness and Final Closing Company Expenses stated therein shall be conclusive and binding upon the Parties.

• If any or all of the objections raised in the Objections Statement are resolved within the Resolution Period, the Final Closing Net Working Capital, Final Closing Cash, Final Closing Indebtedness, Final Closing Company Expenses and the Final Closing Net Working Capital Statement with such changes as are agreed upon in writing by Buyer and Shareholders’ Representative shall be final and binding on the Parties.

• The Adjustment Statement so revised shall be deemed to set forth the final, conclusive and binding Final Working Capital, Final Closing Indebtedness, Final Transaction Expenses and Final Closing Cash, in each case, for purposes of this Agreement (including the determination of the Downward Adjustment Amount or Upward Adjustment Amount, as applicable).

More Definitions of Final Closing Indebtedness

Final Closing Indebtedness has the meaning set forth in Section 2.05(c).

Final Closing Indebtedness has the meaning set forth in Section 2.8(a).

Final Closing Indebtedness means the Closing Indebtedness, as finally agreed or determined in accordance with Section 2.3(c).

Final Closing Indebtedness means the Closing Indebtedness as finally determined in accordance with Section 2.14.

Final Closing Indebtedness has the meaning set forth in Section 2.03(g).

Final Closing Indebtedness means Closing Indebtedness as shown in the Adjusted Closing Statement, if no Dispute Notice with respect thereto is duly delivered pursuant to Section 1.3(d); or if such a Dispute Notice is delivered pursuant to Section 1.3(d), as agreed by the Partners’ Representatives and Purchasers pursuant to Section 1.3(d), or, in the absence of such agreement, as shown in the Arbitrating Accountant’s calculation delivered pursuant to Section 1.3(e).

Final Closing Indebtedness means the Closing Indebtedness reflected on the Final Closing Statement.