Proposed Adjustment Amount has the meaning set forth in Section 2.08(a) (Post Closing Adjustment).
Proposed Adjustment Amount means an amount (which may be a positive or negative number) equal to the Asset Value as reflected on the Preliminary Closing Statement minus the Asset Value as reflected on the Estimated Closing Statement.
Proposed Adjustment Amount means an amount (which may be a positive or negative number) equal to Buyer’s determination of the Aggregate Acquisition Consideration as set forth on the Post-Closing Statement delivered pursuant to this Section 2.06 minus the Estimated Aggregate Acquisition Consideration as set forth in the Closing Statement delivered pursuant to Section 2.05.
Examples of Proposed Adjustment Amount in a sentence
Legislation recently passed by the House would raise that limit to $130,000 for most accounts, to $260,000 for retirement accounts (such as individual retirement accounts and Keogh accounts), and to as much as $2 million for in-state deposits by state and local governments.
If the Buyer does not deliver an Objections Statement within such 30-day period, then each such Proposed Adjustment Amount shall become final and binding upon all parties.
Improvement of Fiscal Incentive PolicyFiscal incentive policies are generally related to government protection of industries so they can grow and develop more advanced.
On behalf of the board of directors, I urge you to submit your vote as soon as possible, even if you currently plan to attend the Special Meeting online.
The Seller, together with Pascal Begnard, shall make available to the Purchaser at reasonable time all documents, receipts and materials the Purchaser requires to establish the Proposed Closing Accounts and the Proposed Adjustment Amount.
More Definitions of Proposed Adjustment Amount
Proposed Adjustment Amount has the meaning set forth in Section 2.06(a).
Proposed Adjustment Amount means an amount (which may be a positive or negative number) equal to the Closing Equity Value as reflected on the Preliminary Closing Statement minus the Closing Equity Value as reflected on the Estimated Closing Statement.
Proposed Adjustment Amount means the net amount of payments that Bxxxx proposes pursuant to this Section 2.7(a) as a result of the Working Capital as of the Effective Time, the applicable outstanding indebtedness of Seller as of the Effective Time, applicable outstanding Transaction Expenses as of the Effective Time, and the TTM Adjusted EBITDA.
Proposed Adjustment Amount means, (x) with respect to the THP Closing Consideration, an amount equal to (which may be a positive or negative number) Buyer’s determination of THP Closing Consideration as set forth on the Closing Balance Sheet delivered pursuant to this Section 2.07(a) minus Estimated THP Closing Consideration as set forth in the THP Closing Certificate delivered pursuant to Section 2.06(a)(i) (the “Proposed THP Adjustment Amount”), (y) with respect to the Blocker I Closing Consideration, an amount equal to (which may be a positive or negative number) Buyer’s determination of Blocker I Closing Consideration as set forth on the Closing Balance Sheet delivered pursuant to this Section 2.07(a) minus the Estimated Blocker I Closing Consideration as set forth in the Blocker I Closing Certificate delivered pursuant to Section 2.06(a)(ii) (the “Proposed Blocker I Adjustment Amount”), and (z) with respect to the Blocker II Closing Consideration, an amount equal to (which may be a positive or negative number) Buyer’s determination of Blocker II Closing Consideration as set forth on the Closing Balance Sheet delivered pursuant to this Section 2.07(a) minus the Estimated Blocker II Closing Consideration as set forth in the Blocker II Closing Certificate delivered pursuant to Section 2.06(a)(iii) (the “Proposed Blocker II Adjustment Amount”). Notwithstanding anything herein to the contrary, (A) the Proposed THP Adjustment Amount owing by Sellers to Buyer, or by Buyer to the Sellers, as the case may be, shall not exceed the THP Adjustment Escrow Amount, (B) the Proposed Blocker I Adjustment Amount owing by Sellers to Buyer, or by Buyer to the Sellers, as the case may be, shall not exceed the Blocker I Adjustment Escrow Amount and (C) the Proposed Blocker II Adjustment Amount owing by Sellers to Buyer, or by Buyer to the Sellers, as the case may be, shall not exceed the Blocker II Adjustment Escrow Amount.
Proposed Adjustment Amount shall have the meaning set forth in Section 3.3.3.1.
Proposed Adjustment Amount shall be equal to (which may be a positive or negative number) Purchaser’s determination of Closing Consideration as set forth on the Closing Statement delivered pursuant to this Section 2.3 minus the Seller’s determination of Closing Consideration as set forth in the Estimated Closing Statement delivered pursuant to Section 2.2. The Closing Statement and all calculations therein shall be prepared in accordance with the terms hereof and the applicable definitions herein, and the Closing Net Working Capital shall be prepared in accordance with the terms hereof, the applicable definitions herein, and in accordance with Exhibit D. (b) Seller shall have thirty (30) days following its receipt of the Closing Statement (the “Review Period”) to review the Closing Statement and the calculation, amounts and other items therein. During the Review Period, Purchaser shall, and shall cause its Subsidiaries and Representatives to, reasonably cooperate with and provide assistance to Seller and Seller’s Representatives in their review of the Closing Statement and make available to Seller and Seller’s Representatives all personnel, books, records, documents, work papers and other information of Purchaser, the Company, the Purchased Assets and the Business reasonably available to Purchaser, 3
Proposed Adjustment Amount has the meaning set forth in Section 2.3(a). “Purchase Price” has the meaning set forth in Section 2.1. “Purchase Price Allocation Schedule” has the meaning set forth in Section 2.5(b). “Purchased Assets” has the meaning set forth in Section 1.1(b). “Purchased Stock” has the meaning set forth in Section 1.1(a). 76