Payments at Closing definition

Payments at Closing means that portion of the Purchase Price and the consideration for the covenant not to compete Buyer is to pay at the Closing.
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Payments at Closing means that portion of the Purchase Price Buyer is to pay to Seller at the Closing.
Sample 1

Examples of Payments at Closing in a sentence

  • Buyer shall use commercially reasonable efforts to secure the financial resources to close the Transaction as and when required by this Agreement, to make the Buyer Closing Payments at Closing and to perform its obligations under this Agreement and the Buyer Closing Deliveries on the Closing Date.

  • In the New Trade Theory, the relationship between net exports and market size (represented by population), labor-to-capital ratio, per capita income, and the relationship between trade policies (limits, subsidies, intellectual property rights), language, and religion are examined.

  • Seller and Purchaser shall value the right to receive the Fuel Inventory Payments at Closing in a manner consistent with applicable federal income tax law and shall include such amount in the amount realized by Seller at Closing.

  • Purchaser has, or at the time of Closing, shall have, sufficient funds available in cash to enable Purchaser to consummate on a timely basis the Transactions, including the payment of the Closing Payments at Closing.

  • Section 2.4 Exchange of Certificates; Payments at Closing......................................

  • At the Closing, Buyer shall pay directly to Seller by wire transfer $19,500,000 for the Shares and $500,000 for the covenant not to compete set forth in Section 12 ("Payments at Closing").

  • SALE AND TRANSFER OF SHARES 1 1.1 Purchase and Sale 1 1.2 Pre-emption Waiver and Consent 1 1.3 Purchase Price; Closing Date Payment 2 1.4 Payments at Closing 2 1.5 Paying Agent 3 2.

  • Payments at Closing and Servicing Assets Settlement 20 3.2 Purchase Price Adjustment 22 ARTICLE 4.

  • Section 1.1 Method of Effecting the Purchase and Sale of Shares; Closing.................1 Section 1.2 Payments at Closing........................................................

  • If the Company has not paid the Management Payments at Closing, the Buyer shall cause the Management Payments to be paid no later than three Business Days following the Closing.

Related to Payments at Closing

  • Escrow Deposit has the meaning set forth in Section 2.1.

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

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Escrow Cash is defined in Section 4.1(a).

  • Indemnity Escrow Amount means $3,000,000.

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any interest or other amounts earned thereon.

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

  • Escrowed Payment means an aggregate cash payment of up to $250,000;

  • Cash Portion is defined in Section 2.2(a)(iii) hereof.

  • Qualified escrow fund means an escrow arrangement with a federally or state-chartered financial institution having no affiliation with any tobacco product manufacturer and having assets of at least one billion dollars where such arrangement requires that such financial institution hold the escrowed funds’ principal for the benefit of releasing parties and prohibits the tobacco product manufacturer placing the funds into escrow from using, accessing, or directing the use of the funds’ principal except as consistent with section 453C.2, subsection 2, paragraph “b”.

  • Special Payments Account means the Eligible Deposit Account created pursuant to Section 2.2 as a sub-account to the Collection Account.

  • Adjustment Escrow Amount means $1,000,000.

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Closing Fees means those fees required to be paid on the Closing Date pursuant to the Fee Letter.

  • Holdback Amount has the meaning set forth in Section 2.1(c).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Adjustment Escrow Account means the escrow account established by the Escrow Agent pursuant to the Escrow Agreement for purposes of holding the Adjustment Escrow Amount and any interest or earnings accrued thereon or in respect thereof.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • Escrow Amount has the meaning set forth in Section 2.1(c).