Cash on Hand at Closing Sample Clauses

Cash on Hand at Closing. Notwithstanding anything contained in the Transaction Agreement to the contrary, the Companies' cash on hand at the Closing less $543,750 (representing the Closing Debt estimated as of the Closing) and less book overdrafts as of the Closing shall be distributed as follows (provided, however, that cash in store accounts and cash in transit and not available for immediate payment as of the Closing shall be paid to Seller within 15 days of the Closing): (i) the first $250,000 thereof shall be paid to Seller in satisfaction of accrued return allowances and rebates for mattress sold to Seller or its affiliates and (ii) the remainder as a dividend.
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Cash on Hand at Closing. On the Closing Date, ProCare shall have cash in an amount equal or exceeding the sum of the total dollar amount of liabilities plus $1,500,000 (the “Required Minimum Cash”) of which $1,500,000 of such cash shall be placed on deposit by ProCare with the Escrow Agent (the “Indemnification/Hold Harmless Escrow Amount”); provided, however, that if for any reason ProCare has less cash than the Required Minimum Cash on the Closing Date then Prospect shall be entitled to reduce the Merger Consideration by the amount that is the lesser of (a) the Required Minimum Cash or (b) the amount necessary so that the cash on hand of ProCare at Closing plus the reduction in Merger Consideration equals the Required Minimum Cash. Should ProCare not have the Required Minimum Cash on the Closing Date resulting in Prospect’s reduction of the Merger Consideration as set forth in the immediately preceding sentence, that portion of Prospect’s funds going to replace or replenish the Required Minimum Cash which is attributable to the Indemnification/Hold Harmless Amount, shall be placed directly in the Escrow Fund by Prospect on ProCare’s behalf. Commencing with the Closing, the Indemnification/Hold Harmless Escrow Amount in the Escrow Fund shall be available for application towards indemnification and hold harmless obligations of ProCare and/or the Shareholders under this Agreement and shall be administered in accordance with Article 9 hereof.
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Cash on Hand at Closing. The Corporations collectively shall have at least $335,000 in cash on hand at closing.
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Cash on Hand at Closing. The parties acknowledge that Company is being sold to Buyer with no cash in the Company’s bank accounts. Lxxxx intends to transfer to the Escrow Agent any funds remaining in the Company’s bank accounts immediately prior to the Closing, which funds, if any, shall be added to the Escrowed Cash and distributed as provided in Section 3 above.
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Related to Cash on Hand at Closing

  • Cash at Closing At Closing, Purchaser shall pay to Seller, by wire transferred current federal funds, an amount equal to the Purchase Price, minus the sum of the Xxxxxxx Money which Seller receives at Closing from the Escrowee, and plus or minus, as the case may require, the closing prorations and adjustments to be made pursuant to Section 4(C) below.

  • Cash on Hand All cash on hand at the Offices as of the close of business on the Closing Date including vault cash, xxxxx cash, ATM cash and tellers' cash;

  • Payment at Closing The Borrower shall have paid (A) to the Administrative Agent, the Arrangers and the Lenders the fees set forth or referenced in Section 4.3 and any other accrued and unpaid fees or commissions due hereunder, (B) all reasonable fees, charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent accrued and unpaid prior to or on the Closing Date, plus such additional amounts of such reasonable fees, charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent) and (C) to any other Person such amount as may be due thereto in connection with the transactions contemplated hereby, including all taxes, fees and other charges in connection with the execution, delivery, recording, filing and registration of any of the Loan Documents.

  • Deliveries by Seller at Closing At the Closing, Seller shall deliver or cause to be delivered to Buyer the following:

  • Payments at Closing At the Closing, Buyer shall:

  • Deliveries by Buyer at Closing At the Closing, Buyer shall deliver to Seller:

  • Payment at Closing; Fee Letters The Borrower shall have paid to the Administrative Agent and the Lenders the fees set forth or referenced in Section 4.3 and any other accrued and unpaid fees or commissions due hereunder (including, without limitation, legal (including, without limitation, local counsel) fees and expenses) and to any other Person such amount as may be due thereto in connection with the transactions contemplated hereby, including all taxes, fees and other charges in connection with the execution, delivery, recording, filing and registration of any of the Loan Documents.

  • Transactions at Closing At the Closing, the following transactions shall occur, which transactions shall be deemed to take place simultaneously and no transaction shall be deemed to have been completed or any document delivered until all such transactions have been completed and all required documents delivered:

  • Documents at Closing At the Closing, the following documents shall be delivered:

  • Actions at Closing At the Closing, the following actions will take place:

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