Second Closing Payment definition

Second Closing Payment shall be an amount in cash equal to $795,000 payable to the Investors at the Second Closing as provided in Section 2.4.
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Second Closing Payment means (A) an amount equal to the Second Closing Purchase Price, (B) plus the Closing Cash for the Plan Companies, (C) plus the Estimated Closing CFCHP TNE Surplus or minus the Estimated Closing CFCHP TNE Deficiency, as applicable, (D) minus the AHMS Indemnity Escrow Amount, (E) minus the AHMS Adjustment Escrow Amount, (F) minus the AV Escrow Amount, (G) minus the Estimated Second Closing Funded Indebtedness, (H) minus the Second Closing Estimated Transaction Expenses as of the Second Closing, and (I) minus the Equityholder Representative Fund.
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Second Closing Payment shall have the meaning ascribed to such term in Section 2.1(b).
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Examples of Second Closing Payment in a sentence

  • GSK shall pay the Second Closing Payment to Welichem by electronic wire transfer into the account designated by Welichem in writing on the Invoice for the Second Closing Payment within [***] after the Second Closing; provided that GSK receives prior to the Second Closing an Invoice from Welichem, accompanied by accompanied by a letter from Welichem’s Counsel confirming that all conditions precedent to GSK’s obligations to close set forth in Section 6.3 have been satisfied.

  • For clarity, further, this Second Closing Payment will be payable only if the Second Closing occurs on or prior to the Target Date.

  • Purchaser shall deliver the Second Closing Payment to Seller by wire transfer of immediately available funds under Section 3.4(b).

  • As consideration therefor, the Seller shall promptly issue to the Purchaser on such Second Closing Date the number of shares of Seller Common Stock equal to the quotient obtained by dividing the related Second Closing Payment by $1.05, and shall promptly deliver to the Purchaser a certificate for such shares registered in the name of the Purchaser.

  • In connection with each Purchaser's consent to the date of the Second Closing, each such Purchaser shall indicate the portion of the Shares set forth opposite such Purchaser's name under the heading "Second Closing" on Exhibit A that it intends to purchase at said Second Closing and shall submit payment for the Shares that it intends to purchase by not later than 15 days prior to the scheduled date of the Second Closing (the "Second Closing Payment Deadline").


More Definitions of Second Closing Payment

Second Closing Payment is defined in Section 2.3(b).
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Second Closing Payment has the meaning set forth in Clause 2.3.2;
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Second Closing Payment is defined in Section 5.2(i)(ii).
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Second Closing Payment means (a) the Second Closing Purchase Price; minus (b) Closing Indebtedness for the Second Closing.
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Second Closing Payment has the meaning set forth in Section 4.5(ii).
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Second Closing Payment means the Second Closing Purchase Price, plus any amounts paid to Purchaser under Section 3 of the Management Agreement, plus any operating expenses of LiveTV Satellite paid by the Seller from the Closing to the Second Closing, less any distributions by LiveTV Satellite to the Seller from the Closing to the Second Closing.
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Second Closing Payment means Five Hundred Thousand Dollars ($500,000).
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