Final Closing Retained Assets definition

Final Closing Retained Assets means, collectively, (a) the assets included within the Final Closing Net Working Capital that are designated on Section B-2 of the Disclosure Schedule as not being included within the Final Closing Transferred Assets and (b) the assets included within the Final Closing Other Assets and Liabilities that are designated on Section C of the Disclosure Schedule as not being included within the Final Closing Transferred Assets.

Related to Final Closing Retained Assets

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Final Closing means the last closing under the Private Placement;

  • Second Closing Date means the date of the Second Closing.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Pre-Closing Straddle Period means the portion of the Straddle Period ending on the Closing Date.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Anticipated Closing Date means the anticipated closing date of any proposed Qualified Sale Transaction, as determined in good faith by the Board of Directors on the Applicable Date.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

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

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

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

  • Second Closing has the meaning set forth in Section 2.2.

  • Series Closing Date means the date designated as such in the Series Term Sheet.