Net Transaction Value

Net Transaction Value. For purposes of this Agreement, "Net Transaction Value" shall mean, with respect to the sale of the Company or any or all of the Company's businesses subsequent to the effective date of this Agreement and through the Liquidation Date, whether by sale of assets or stock, an amount equal to the total proceeds received in cash or any other consideration (including assumption of debt by any buyers) less: i) any expenses or fees paid or incurred by the Company or any of its subsidiaries in respect... of such sales, including but not limited to fees to investment banks and other advisors, or legal and accounting fees; ii) any taxes actually paid or to be payable by Vlasic (as estimated by a senior financial or accounting officer of the Company) in respect of such sales; and iii) any post-closing adjustments, if any, as determined by the Company's outside auditors based upon the terms of any agreements relating to the sale of the Company or its businesses. View More