Final Debt Amount definition

Final Debt Amount shall have the meaning set forth in Section 2.8(b).
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Final Debt Amount means the Debt Amount, as finally determined pursuant to Section 2.4(b).
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Final Debt Amount has the meaning specified in Section 1.05(b).
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Examples of Final Debt Amount in a sentence

  • If the Seller does not object to the Accountants' CDA Report, or if the Purchaser agrees to accept the Seller's adjustments to the Accountants' CDA Report, then the adjustment based on the then final Closing Debt Amount (the "Final Debt Amount"), if any, shall be paid by the Seller to the Purchaser in immediately available funds within five (5) business days of such acceptance.

  • If the Seller Representative does not deliver the Dispute Notice to Buyer within such thirty (30) calendar day time period, then the determination of the Final Closing Net Working Capital, Final Cash Amount and Final Debt Amount shall be deemed final and accepted by the Seller Representative.

  • Within thirty (30) calendar days after submission to the Arbitrating Accountant for resolution, Buyer and the Seller Representative shall each indicate in writing their position on each disputed matter and each such Party's determination of the amount of the Final Closing Net Working Capital, Final Cash Amount and/or Final Debt Amount.

  • If such dispute is not finally resolved within thirty (30) calendar days after Buyer's receipt of the Dispute Notice, either Buyer or the Seller Representative may promptly thereafter cause BDO USA, LLP or another mutually acceptable third party accounting firm (the "Arbitrating Accountant") to promptly review this Agreement and the disputed items or amounts in determining the Final Closing Net Working Capital, Final Cash Amount and/or Final Debt Amount.

  • Additionally, the Purchase Price shall be adjusted [a] upward by [i] the amount by which the Final Cash Amount is greater than the Estimated Cash Amount and [ii] the amount by which the Final Debt Amount is less than the Estimated Debt Amount and [b] downward by [i] the amount by which the Final Cash Amount is less than the Estimated Cash Amount and [ii] the amount by which the Final Debt Amount is greater than the Estimated Debt Amount.

  • The proposed Closing Balance Sheet and the Final Closing Net Working Capital, Final Cash Amount and/or Final Debt Amount will be revised as appropriate to reflect the resolution of any such Claims pursuant to this Section 2.04(b)(i).

  • If the Seller Representative disputes the Closing Balance Sheet, the Final Closing Net Working Capital, the Final Cash Amount and/or the Final Debt Amount determined by Buyer, then the Seller Representative shall deliver to Buyer a written statement (the "Dispute Notice") describing with reasonable detail the basis for any such dispute within thirty (30) calendar days after receiving the Closing Balance Sheet and calculation of the Final Closing Net Working Capital, Final Cash Amount and Final Debt Amount.

  • In the event that the sum of (x) the Final Working Capital less the Estimated Working Capital and (y) the Estimated Debt Amount less the Final Debt Amount is a negative number, then the Stockholders’ Representative and Parent shall direct the escrow agent maintaining the Escrow Account to pay Parent an amount equal to the absolute value of such negative number, together with interest earned thereon.

  • If the Estimated Debt Amount is greater than the Final Debt Amount, then the Debt Amount Deficiency is $0.

  • Purchaser shall be reimbursed by the Sellers for Taxes of the Company with respect to such periods within five (5) days before payment by Purchaser or any of its Affiliates (including the Company) of such Taxes is due, except to the extent not already reflected as a Liability in the calculation of Final Net Working Capital that results in a negative adjustment to the Final Purchase Price pursuant to Section 2.4 or in the calculation of the Final Debt Amount or the Final Company Transaction Expenses.


More Definitions of Final Debt Amount

Final Debt Amount has the meaning set forth in Section 3.3(b).
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Final Debt Amount means the Debt Amount reflected on the December 31 Balance Sheet.
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Final Debt Amount shall be deemed to be (a) the Debt Amount set forth in the Closing Statement if no Objections Statement is delivered by the ROI Agent as specified in Section 1.4(b), or (b) if an Objections Statement is delivered by the ROI Agent, the Debt Amount set forth in the Closing Statement as adjusted by either (i) the written agreement of NSR and the ROI Agent or (ii) the determination of the Accountants.
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Final Debt Amount is defined in Schedule 9;
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Related to Final Debt Amount

  • Debt Amount means all accrued and unpaid interest and any “make whole” payments or breakage fees (less any breakage benefits) which Project Co is obligated to pay to Lender pursuant to the Lending Agreements, together with the outstanding principal amount of debt funded under the Lending Agreements.

  • Covered Debt Amount means, on any date, the sum of (x) all of the Revolving Credit Exposures of all Lenders on such date plus (y) the aggregate principal amount (including any increase in the aggregate principal amount resulting from payable-in-kind interest) of Other Covered Indebtedness outstanding on such date.

  • Combined Debt Amount means, as of any date, (i) the aggregate Commitments as of such date (or, if greater, the Revolving Credit Exposures of all Lenders as of such date) plus (ii) the aggregate amount of outstanding Designated Indebtedness (as such term is defined in the Guarantee and Security Agreement) and, without duplication, the aggregate amount of unused commitments under any Designated Indebtedness (as such term is defined in the Guarantee and Security Agreement).

  • Closing Indebtedness Amount means, as of immediately prior to the Effective Time, the aggregate amount of Indebtedness of the Company, including all accrued and unpaid interest, prepayment penalties or fees, and other unpaid fees and expenses payable in respect of such Indebtedness through the Effective Time.

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