Closing Date Indebtedness definition
Closing Date Indebtedness means the amount of Indebtedness of the Company and its Subsidiaries on a consolidated basis as of 11:59 p.m. Eastern Time on the date immediately preceding the Closing Date, calculated in accordance with the Accounting Principles. For illustrative purposes, an example calculation of Closing Date Indebtedness is set forth in Exhibit A-4.
Closing Date Indebtedness means Indebtedness as of 11:59 P.M. on the date immediately prior to the Closing Date.
Closing Date Indebtedness means the amount of Indebtedness outstanding as of the Closing (without giving effect to the transactions contemplated herein), excluding (i) any Indebtedness that is included in the Working Capital calculations in accordance with Section 2.7 and (ii) any Indebtedness (including guarantees thereof) that will be released upon or immediately following the Closing.
Examples of Closing Date Indebtedness in a sentence
The Proposed Closing Date Calculations shall be revised as appropriate to reflect the resolution of any objections thereto pursuant to this Section 2.3(d)(ii) and, as so revised, such Proposed Closing Date Calculations shall be deemed to set forth the final Cash and Cash Equivalents, Closing Date Indebtedness, Unpaid Transaction Expenses, Net Working Capital Adjustment and Purchase Price, as applicable, in each case, for all purposes hereunder (including the determination of the Actual Adjustment).
More Definitions of Closing Date Indebtedness
Closing Date Indebtedness shall have the meaning set forth in Section 2.5(a).
Closing Date Indebtedness means the Debt of the Company and the Transferred Companies as of the Closing but without giving effect to the consummation of the transactions contemplated by this Agreement.
Closing Date Indebtedness has the meaning specified in Section 3.08(a).
Closing Date Indebtedness means the Debt of the Company and its Subsidiaries as of 11:59 P.M. on the date immediately prior to the Closing Date.
Closing Date Indebtedness means Indebtedness described on Schedule 10.1.
Closing Date Indebtedness means, collectively, all Indebtedness of the Company due and owing to the Lender as of the Closing Date plus all unpaid interest on such Indebtedness and all fees, expenses and other amounts payable by the Company to the Lender.
Closing Date Indebtedness means all Indebtedness of the Company and its Subsidiaries as of immediately prior to the Effective Time.