Transaction Expenses definition

Transaction Expenses means any fees or expenses incurred or paid by the Borrower or any Restricted Subsidiary in connection with the Transaction, this Agreement and the other Loan Documents and the transactions contemplated hereby and thereby.

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

Transaction Expenses means any fees, premiums, expenses and other transaction costs incurred or paid by Holdings, the Borrower or any of their Subsidiaries or the Equity Sponsor or any direct or indirect parent of Holdings in connection with the Transaction (including to fund any OID and upfront fees).

Examples of Transaction Expenses in a sentence

The Expert Calculations shall reflect in detail the differences, if any, between the Company Enterprise Value, Closing Net Working Capital Amount, Closing Date Cash, Closing Date Indebtedness, Transaction Expenses, and/or HQ Termination Compensation reflected therein and the Company Enterprise Value, Closing Net Working Capital Amount, Closing Date Cash, Closing Date Indebtedness, Transaction Expenses, and/or HQ Termination Compensation set forth in the Closing Date Schedule.
As of the Agreement Date, the Company does not anticipate that the Company Transaction Expenses in connection with the Transactions will exceed such aggregate amount as set forth on Section 7.15 of the Company Disclosure Letter.
Upon the written request of Parent from time to time prior to the Merger Closing Date, the Company shall provide Parent with an updated estimate of the Company Transaction Expenses in connection with the Transactions.
The Estimated Company Enterprise Value, Estimated Net Working Capital Amount, the Estimated Closing Date Cash, the Estimated Closing Date Indebtedness, the Estimated Transaction Expenses and the Estimated HQ Termination Compensation shall be used to calculate the Initial Purchase Price and shall be subject to adjustment as set forth in this Section 2.6.
Such Company Closing Statement shall also include (A) a copy of the Company’s good faith estimated unaudited consolidated balance sheet of the Company as of immediately prior to the Closing upon which such calculations are based, and (B) wire transfer or other applicable delivery instructions for payment of each item of Company Transaction Expenses to be paid at Closing.

More Definitions of Transaction Expenses

Transaction Expenses means any fees or expenses incurred or paid by the Issuer or any Restricted Subsidiary in connection with the Transactions, including payments to officers, employees and directors as change of control payments, severance payments, special or retention bonuses and charges for repurchase or rollover of, or modifications to, stock options.

Transaction Expenses means all financial advisory, legal, accounting, underwriting, finder’s, brokerage, agent’s and other commissions, fees and expenses incurred by any Party in connection with the preparation and execution of this Agreement, the documents ancillary hereto, the compliance herewith and therewith, and the transactions contemplated hereby and thereby.

Transaction Expenses means all fees and expenses incurred by the Company, Seller or SED at or prior to the Closing in connection with the preparation, negotiation and execution of this Agreement and the Ancillary Documents, and the performance and consummation of the transactions contemplated hereby and thereby.

Transaction Expenses has the meaning set forth in Section 10.2.

Transaction Expenses means costs incurred in connection with the preparation and negotiation of the Operative Documents and related documents and the consummation of the transactions contemplated therein.

Transaction Expenses means the sum of all fees, costs and expenses (including legal fees and accounting fees and including the amount of all special or other bonuses payable by the Company to any officers of the Company or other Persons in connection with the consummation of the transactions contemplated by the Agreement), other than the Financial Statement Costs, in each case, that are incurred by the Company for the benefit of the Company or an Equityholder in connection with the transactions contemplated by the Agreement based on arrangements entered into, or agreed to, by the Company prior to the Closing.

Transaction Expenses means all out-of-pocket expenses (including all fees and expenses of counsel, accountants, investment bankers, experts and consultants to a party hereto and its Affiliates) incurred by a party or on its behalf in connection with or related to the authorization, preparation, negotiation, execution and performance of this Agreement, the Ancillary Agreements and the Transactions.