Cash Determination Time definition

Cash Determination Time means the close of business on the last Business Day prior to the Anticipated Closing Date.
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Cash Determination Time has the meaning set forth in Section 6.18(a).
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Cash Determination Time means the close of business as of the Business Day immediately prior to the Anticipated Closing Date; provided, however, that, notwithstanding the foregoing or anything else to the contrary herein, if the Closing Date shall not have occurred on or prior to July 1, 2021 (other than solely as a result of a material breach by Public Company of its obligations under this Agreement), the Cash Determination Time for purposes of determining Public Company Net Cash shall be the close of business as of June 30, 2021.
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Examples of Cash Determination Time in a sentence

  • If, on or prior to the Response Date, (i) the Company notifies Meerkat in writing that it has no objections to the Net Cash Calculation or (ii) the Company fails to deliver a Dispute Notice as provided in Section 1.6(b), then the Net Cash Calculation as set forth in the Net Cash Schedule shall be deemed to have been finally determined for purposes of this Agreement and to represent the Net Cash at the Cash Determination Time for purposes of this Agreement.

  • The PubCo Net Cash Calculation shall include PubCo’s determination, as of the Cash Determination Time, of the defined terms in Section 1.1(a) necessary to calculate the Exchange Ratio.

  • If the Company delivers a Dispute Notice on or prior to the Response Date, then Representatives of Meerkat and the Company shall promptly meet and attempt in good faith to resolve the disputed item(s) and negotiate an agreed-upon determination of Net Cash, which agreed upon Net Cash amount shall be deemed to have been finally determined for purposes of this Agreement and to represent the Net Cash at the Cash Determination Time for purposes of this Agreement.

  • The Homology Net Cash Calculation shall include Homology’s determination, as of the Cash Determination Time, of the defined terms in Section 1.1 necessary to calculate Q32 Merger Shares.

  • In order to accommodate flexibility and, in an environment where technology evolves rapidly, mandated technologies may hinder interoperability more than help.

  • The determination of the amount of Net Cash made by the Accounting Firm shall be made in writing delivered to each of Meerkat and the Company, shall be final and binding on Meerkat and the Company and shall be deemed to have been finally determined for purposes of this Agreement and to represent the Net Cash at the Cash Determination Time for purposes of this Agreement.

  • The Parent Net Cash Calculation shall include Parent’s determination, as of the Cash Determination Time, of the defined terms in Section 1.1(a) necessary to calculate the Exchange Ratio.

  • The Frequency Net Cash Calculation shall include Frequency’s determination, as of the Cash Determination Time, of the defined terms in Section 1.1(a) necessary to calculate Korro Merger Shares.

  • Pursuant to the terms of the Merger Agreement, Parent, Purchaser and Theseus have determined that the Additional Price Per Share is $0.15 (the maximum amount provided for under the terms of the Merger Agreement) based on Theseus’ estimated calculation of Closing Net Cash as of the Cash Determination Time.

  • The Magenta Net Cash Calculation shall include Magenta’s determination, as of the Cash Determination Time, of the defined terms in Section 1.1(a) necessary to calculate the Exchange Ratio.


More Definitions of Cash Determination Time

Cash Determination Time means the close of business as of the third Business Day immediately prior to the anticipated Effective Date.
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Cash Determination Time means (a) in the event that the Anticipated Closing Date occurs on or before July 31, 2017, the close of business on the last Business Day prior to the Anticipated Closing Date or (b) in the event that the Anticipated Closing Date occurs on or after August 1, 2017, the close of business on the last Business Day of the month immediately preceding the month in which the Anticipated Closing Date occurs.
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Cash Determination Time means the close of business on March 31, 2023.
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Cash Determination Time means the close of business on the last Business Day (i.e., any day other than a day on which banks in the State of New York are authorized or obligated to be closed) prior to the anticipated date for the closing of the Merger.
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Cash Determination Time means the close of business on the last Business Day prior to the anticipated date for Closing. “COBRA” means the Consolidated Omnibus Budget Reconciliation Act of 1985, as set forth in Section 4980B of the Code and Part 6 of Title I of ERISA. “Code” shall mean the Internal Revenue Code of 1986, as amended. “Company Affiliate” shall mean any Person that is (or at any relevant time was) under common control with the Company within the meaning of Sections 414(b), (c), (m) and (o) of the Code, and the regulations issued thereunder. “Company Associate” shall mean any current or former employee, independent contractor, officer or director of the Company or any of its Subsidiaries. “Company Board” shall mean the board of directors of the Company. “Company Capital Stock” shall mean the Company Common Stock and the Company Preferred Stock. “Company Capitalization Representations” shall mean the representations and warranties of the Company set forth in Sections 2.6(a) and (d). “Company Common Stock” shall mean the Common Stock, $0.00001 par value per share, of the Company. “Company Contract” shall mean any Contract: (a) to which the Company or any of its Subsidiaries is a Party; (b) by which the Company or any of its Subsidiaries or any Company IP Rights or any other asset of the Company or its Subsidiaries is or may become bound or under which the Company or any of its Subsidiaries has, or may become subject to, any obligation; or (c) under which the Company or any of its Subsidiaries has or may acquire any right or interest.
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Related to Cash Determination Time

  • SOFR Determination Time means 3:00 p.m. (New York time) on the U.S. Government Securities Business Day, at which time Compounded SOFR is published on the FRBNY’s Website.

  • Determination Time means 12:01 a.m., Eastern time, on the Closing Date.

  • Event Determination Date means either:

  • SOFR Determination Date has the meaning specified in the definition of “Daily Simple SOFR”.

  • Payment Determination Date means, with respect to any Payment Date, one (1) Business Day immediately preceding such Payment Date.

  • Interest Determination Date means, with respect to a Rate of Interest and Interest Accrual Period, the date specified as such hereon or, if none is so specified, (i) the first day of such Interest Accrual Period if the Specified Currency is Sterling or (ii) the day falling two Business Days in London for the Specified Currency prior to the first day of such Interest Accrual Period if the Specified Currency is neither Sterling nor euro or (iii) the day falling two TARGET Business Days prior to the first day of such Interest Accrual Period if the Specified Currency is euro.

  • SOFR Interest Determination Date means the day that is the number of U.S. Government Securities Business Days prior to the Interest Payment Date in respect of the relevant Interest Period, as specified in the applicable Pricing Supplement.In addition to defining the relevant Interest Periods and Interest Payment Dates, the applicable Pricing Supplement shall specify and describe, as applicable, any relevant interest commencement date, interest period end date, interest determination date, index maturity, rate cut-off date, any other terms relating to the particular method of calculating interest on the Compound SOFR Note (including any applicable payment delay, lockout or suspension period, lookback or observation shift) and any other terms applicable specifically to such Compound SOFR Note.Average SOFR NotesUnless otherwise provided for or modified in the applicable Pricing Supplement, Average SOFR Notes will bear interest at a rate per annum equal to Average SOFR (as defined below) plus the Spread.With respect to any Interest Period, unless otherwise specified or modified in the applicable Pricing Supplement, “Average SOFR” will be calculated by the Calculation Agent on each SOFR Interest Determination Date (as defined below) as follows (with the resulting percentage being rounded, if necessary, to the nearest one hundred-thousandth of a percentage point, with 0.000005 being rounded upwards to 0.00001): 0 Where:

  • Distribution Determination Date means, in respect of any Distribution Period, that number of business days prior thereto as is set out in the applicable Pricing Supplement or on the face of the relevant Perpetual Security;

  • Reset Determination Date means, in respect of the First Reset Period, the second Business Day prior to the First Reset Date and, in respect of each Subsequent Reset Period thereafter, the second Business Day prior to the first day of each such Subsequent Reset Period;

  • Index Determination Date means, in relation to any Index, a date on which such Indexfalls to be determined in accordance with the Conditions;

  • Calculation Time means 11:59 p.m. on the day prior to the Closing Date.

  • Claim Determination Period means a calendar year. However, it does not include any part of a year during which a person has no coverage under This Plan, or any part of a year before the date this COB provision or a similar provision takes effect.

  • Dividend Determination Date means, for the purposes of the definition of “Dividend”, the date on which the number of Ordinary Shares or, as the case may be, amount of other property or assets, which may be issued or delivered is, or is capable of being, determined, and where determined by reference to prices or values or the like on or during a particular day or during a particular period, the Dividend Determination Date shall be deemed to be such day or the last day of such period, as the case may be;

  • Reset Interest Determination Date means, in respect of any Reset Period, the day falling two Business Days prior to the beginning of the relevant Reset Period;

  • Spread Determination Date means, for the reset rate notes, any time after the Notice Date but no later than 3:00 p.m., New York City time, on the third business day prior to the related reset date.

  • Final Determination Date means the following:

  • Reset Dividend Determination Date means, in respect of any Reset Period, the day falling two business days prior to the beginning of such Reset Period.

  • Extension Determination Date means, in respect of a Series of Covered Bonds, the date falling two Business Days after the expiry of seven days from (and including) the Final Maturity Date of such Covered Bonds.

  • Valuation Time means the close of business in the city of the Valuation Agent on the Local Business Day before the Valuation Date or date of calculation, as applicable, provided that the calculations of Value and Exposure will be made as of approximately the same time on the same date.

  • LIBOR Interest Determination Date means the second LIBOR Business Day preceding each LIBOR Rate Reset Date.

  • Date of Determination means the date as of which a benefit is to be calculated under the Plan, as specified in each relevant Section, and being one of:

  • ABR Term SOFR Determination Day has the meaning specified in the definition of “Term SOFR”.

  • Term SOFR Determination Day has the meaning assigned to it under the definition of Term SOFR Reference Rate.

  • Self-Determination means a philosophy and process by which individuals with developmental disabilities are empowered to gain control over the selection of support services that meet their needs. The basic principles of self-determination are:

  • Monthly Report Determination Date The meaning specified in Section 10.7(a).

  • LIBOR Determination Date With respect to any Interest Accrual Period for the LIBOR Certificates, the second London Business Day preceding the commencement of such Interest Accrual Period.