Seller Note Amount definition

Seller Note Amount has the meaning set forth in Section 2.4(c).

Seller Note Amount means $12,000,000.

Seller Note Amount means $75,000,000.

Examples of Seller Note Amount in a sentence

• Any decrease to the Purchase Price on account of the adjustment contemplated by this Section 1.5(d)(i) shall be allocated to the Estimated Cash Purchase Price, the Primary Earn-Out Amount and the Subordinated Convertible Seller Note Amount in the Percentages set forth on Schedule 1.5(d)(i).

• The Additional Seller Note, if any, shall be issued to Seller within five (5) Business Days following the date on which the Additional Seller Note Amount is finally determined in accordance with this Section 5.24 (the date on which the Additional Seller Note, if any, is issued, the “Issuance Date”).

• Notwithstanding the foregoing, the scope of the disputes to be resolved by the Independent Accounting Firm shall be limited to whether any disputed determination of the Seller Note EBITDA and the resulting Additional Seller Note Amount were properly calculated in accordance with the terms of this Agreement.

• As contemplated by the Purchase Agreement and for value received, on the Closing Date and upon the occurrence of the Closing (as defined in the Purchase Agreement) for all purposes hereunder the aggregate amount of the Seller Note Amount shall, automatically and without further action by any Person, constitute the “Loan” to be paid by the Borrower to the Lender in accordance with the terms hereof.

• For example, if Seller claims in an EBITDA Dispute Notice that the Additional Seller Note Amount is $1,000 greater than the amount determined by Purchaser in the EBITDA Statement, and if the Independent Accounting Firm ultimately resolves the dispute by awarding Seller $600 of the $1,000 contested, then the costs and expenses of the Independent Accounting Firm will be allocated sixty percent (60%) (i.e., 600 ÷ 1,000) to Purchaser and forty percent (40%) (i.e., 400 ÷ 1,000) to Seller.

More Definitions of Seller Note Amount

Seller Note Amount has the meaning assigned to such term in the Purchase Agreement, with the Seller Note Amount being equal to and constituting an initial principal amount of the Loan of $720,000,000 as of the date of this Agreement.

Seller Note Amount means $500,000,000.

Seller Note Amount means the unpaid principal under that certain Subordinated Promissory Note issued on January 30, 1995, by the Company to Culligan International Company (the "Payee") in the initial principal amount of $7,500,000 and subsequent notes issued to the Payee as payments of interest (the original note and all notes subsequently issued in respect of such note are the "Seller Notes"), plus all accrued and unpaid interest, and any premiums and penalties payable, on the Seller Notes through the Closing Date.

Seller Note Amount has the meaning set forth in Section 6.18(b).

Seller Note Amount means $2,000,000.00.

Seller Note Amount means $720,000,000.

Seller Note Amount means the $57,313,656 aggregate principal amount of Seller Notes.