Examples of Locked Box Period in a sentence
The Leakage Amount shall be deemed to be equal to (i) the amount of Leakage during or for the Locked Box Period, whether payable during or after the Locked Box Period, less (ii) the Leakage Tax Benefit Amount.
Except as disclosed on Schedule 3.29, during the Locked Box Period: (a) no Company Shareholder nor any Affiliate of the Company (other than another Group Company) has benefited or will benefit from any Leakage; and (b) no arrangement or agreement has been made or entered into or will be made or entered into which will result in any Leakage.
If any Leakage occurs in the Locked Box Period that is not a Transaction Fee then, subject to Closing occurring, each Vendor undertakes to pay to the Purchaser, within 10 Business Days after written demand by the Purchaser, the amount of the Leakage (not being Transaction Fees) that was paid to or for the benefit of that Vendor or, if applicable, each Vendor’s Respective Sale Proportion of the Leakage (a Leakage Payment).
PKI shall promptly (and in any event, prior to required payment (including estimated payments) to the applicable tax authority) reimburse Buyer for the amount of any such Taxes to be paid by Buyer to the extent such Taxes are (i) attributable (as determined under Section 7.2) to Pre-Cutover Tax Periods or (ii) imposed with respect to any transactions outside the Ordinary Course of Business that occur during the Locked Box Period (including at Closing).
Set forth in Section 3.4(f) of the Disclosure Schedule (the “Leakage Schedule”) are all current arrangements or agreements that have resulted in, or would reasonably be expected to result in, Leakage during the Locked Box Period, the amounts of such Leakage as of August 15, 2019 and expected amounts of such Leakage as of September 30, 2019.