Restructuring and Integration Costs definition

Restructuring and Integration Costs means restructuring and integration costs of Open Text, the Target and their respective Subsidiaries (i) for any Financial Quarter ended prior to the Closing Date, (ii) after the Closing Date through the end of the fourth Financial Quarter ending after the Closing Date in an amount not to exceed U.S. $30,000,000 in the aggregate and (ii) commencing at the beginning of the fifth Financial Quarter ending after the Closing Date through the eighth Financial Quarter ending after the Closing Date in an amount not to exceed U.S. $20,000,000 in the aggregate.
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Restructuring and Integration Costs means restructuring and integration costs of Open Text and its Subsidiaries (a) for any Financial Quarter ended prior to the Closing Date, (b) after the Closing Date through the end of the fourth Financial Quarter ending after the Closing Date in an amount not to exceed U.S. $40,000,000 in the aggregate and (c) commencing at the beginning of the fifth Financial Quarter ending after the Closing Date through the eighth Financial Quarter ending after the Closing Date in an amount not to exceed U.S. $30,000,000 in the aggregate.
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Restructuring and Integration Costs means business optimization expenses and other restructuring and integration charges (including, without limitation, the costs associated with business optimization programs, including costs of consultants, relocation and recruiting expenses, back office closures, retention costs, severance costs and system establishment costs) in connection with any Permitted Acquisition after the closing date of such Permitted Acquisition through the first anniversary of the closing date of such Permitted Acquisition.
Sample 1

Examples of Restructuring and Integration Costs in a sentence

  • Restructuring and Integration Costs During the second quarter and first six months of 2010, the Company recorded charges of $1.9 million and $2.3 million, respectively, as compared to $0.6 million and $1.4 million for the second quarter and first six months of 2009, respectively, in connection with restructuring activities, including severance costs in connection with the termination of personnel and facility lease and other costs.

  • NOTE 11—RESTRUCTURING AND INTEGRATION COSTS AND TRANSACTION COSTS Restructuring and Integration Costs Restructuring and integration costs for the three and six months ended June 30, 2019 were $20 million and $89 million, respectively, and included change-in-control, severance, professional fees and costs of settlement of litigation, as well as costs to achieve our combination profitability initiative (“CPI”) program.

  • NOTE 11—RESTRUCTURING AND INTEGRATION COSTS AND TRANSACTION COSTS Restructuring and Integration Costs Restructuring and integration costs for the three and nine months ended September 30, 2019 were $14 million and $103 million, respectively, and included change- in-control, severance, professional fees and costs of settlement of litigation, as well as costs to achieve our combination profitability initiative (“CPI”) program.

  • The increase in Corporate and Other expenses was primarily due to the following: • an increase of $14 million in restructuring and integration costs, primarily related to change-in-control, severance, professional fees and costs of settlement of litigation (see Note 11, Restructuring and Integration Costs and Transaction Costs , to the accompanying Financial Statements); and • increased selling, general and administrative expenses for the combined organization.

  • See Note 11, Restructuring and Integration Costs and Transaction Costs, for further discussion.

  • Restructuring and Integration Costs 2016 Costs During the year ended December 31, 2016, we incurred $12 million in restructuring costs, including severance which will be paid out by the first quarter of 2017 and other costs to include lease termination fees which were paid out by the end of 2016.

  • Applying for a grant would be voluntary, and it is not known at this time how many state agencies or local governments would do so.Under current rules, the typical grant award ranges from $50,000 to $100,000.

Related to Restructuring and Integration Costs

  • Restructuring Costs means the costs, including both direct and indirect, of restructuring activities. Restructuring costs that may be allowed include, but are not limited to, severance pay for employees, early retirement incentive payments for employees, employee retraining costs, relocation expense for retained employees, and relocation and rearrangement of plant and equipment. For purposes of this definition, if restructuring costs associated with external restructuring activities allocated to DoD contracts are less than $2.5 million, the costs shall not be subject to the audit, review, and determination requirements of paragraph (c)(4) of this subsection; instead, the normal rules for determining cost allowability in accordance with FAR Part 31 shall apply.

  • Restructuring Expenses means losses, expenses and charges incurred in connection with restructuring within the Issuer and/or one or more Restricted Subsidiaries, including in connection with integration of acquired businesses or Persons, disposition of one or more Subsidiaries or businesses, exiting of one or more lines of businesses and relocation, disposition or consolidation of facilities, including severance, curtailments or modifications of pension plans, lease termination and other non-ordinary-course, non-operating costs and expenses in connection therewith.

  • Acquisition Costs means all fees, costs, expenses, stamp, registration or transfer Taxes incurred by the Group in connection with the Acquisition.

  • Transaction Costs means all fees, costs and expenses incurred or payable by the Borrower or any Subsidiary in connection with the Transactions.

  • Transition Costs means the reasonable costs and expenses (including reasonable attorneys’ fees but excluding overhead) incurred or payable by the Successor Servicer in connection with the transfer of servicing (whether due to termination, resignation or otherwise), including allowable compensation of employees and overhead costs incurred or payable in connection with the transfer of the Receivable Files or any amendment to the Sale and Servicing Agreement required in connection with the transfer of servicing.

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Restructuring Charges means all charges and expenses caused by or attributable to any restructuring, severance, relocation, consolidation, closing, integration, business optimization or transition, signing, retention or completion bonus or curtailments or modifications to pension and post-retirement employee benefit plans.

  • Basic generation service transition costs means the amount by

  • Restructuring Plan means the Restructuring Plan attached hereto as Schedule 1.1.

  • Restructuring has the meaning set forth in the Recitals.

  • Restructuring Support Agreement has the meaning set forth in the Recitals.

  • Closing Costs means, collectively, all initial costs and fees that identified above and in Section 16 that Seller agrees to pay to Buyer as consideration for agreeing to enter into this Agreement.

  • Restructuring Date means the date on which a Restructuring is legally effective in accordance with the terms of the documentation governing such Restructuring.

  • Company Expenses has the meaning set forth in Section 11.3(a)(v).

  • Pre-Closing Restructuring has the meaning specified in Section 6.14(a).

  • overhead line means any electric supply-line, which is placed above ground and in the open air but excluding live rails of traction system;

  • Restructuring Documents means, collectively, the documents and agreements (and the exhibits, schedules, annexes and supplements thereto) necessary to implement, or entered into in connection with, this Plan, including, without limitation, the Plan Supplement, the Exhibits, the Plan Schedules, the Amended/New Organizational Documents, the Exit Facility Loan Documents, and the Plan Securities and Documents.

  • Permitted Restructuring means the completion of: (a) an offer made by, or on behalf of, an Eligible Company to all (or as nearly as may be practicable all) of the shareholders of the Issuer (or, if the Issuer is not then the Ultimate Owner, to the shareholders of the then Ultimate Owner) to acquire the whole (or as nearly as may be practicable the whole) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued ordinary share capital) other than those already held by or on behalf of such Eligible Company; or (b) a reorganisation or restructuring whether by way of a scheme of arrangement or otherwise pursuant to which an Eligible Company acquires all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or, if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued share capital) other than those already held by such Eligible Company or pursuant to which all (or as nearly as may be practicable all) of the issued ordinary share capital of the Issuer (or if the Issuer is not then the Ultimate Owner, the then Ultimate Owner’s issued capital) not held by the New Holding Company is cancelled;

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • DIP Facilities means the DIP ABL Facility and the DIP Term Loan Facility.

  • Closing Transaction Expenses means the Transaction Expenses as set forth on the Closing Statement.

  • Transaction Expenses means any fees or expenses incurred or paid by Holdings or any of its Subsidiaries in connection with the Transaction, this Agreement and the other Loan Documents and the transactions contemplated hereby and thereby.

  • Termination Costs means all documented Direct Costs and Indirect Costs incurred by Transmission Owner in connection with the performance of the Services (i) prior to the effective date of termination, including such costs incurred for materials, equipment, tools, construction equipment and machinery, engineering and other items, materials, assets or services that cannot reasonably be avoided, mitigated or cancelled, (ii) to unwind any work undertaken prior to or after the effective date of termination to the extent reasonably necessary to return the Projects to a configuration or condition in compliance with Good Utility Practice and applicable Law, and (iii) arising from cancellation costs relating to orders or contracts entered into in connection with the performance of Services by Transmission Owner prior to the effective date of the termination.

  • Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Operation and Maintenance Costs means the costs of:

  • Start-Up Costs means all fees, costs, and expenses incurred in connection with establishing the State Mitigation Trust and the Indian Tribe Mitigation Trust and setting them up for operation. Start-up costs shall not include the cost of premiums for insurance policies.