Cash Due at Closing definition

Cash Due at Closing has the meaning set forth in Section 3.1.
Cash Due at Closing is the calculation of the cash consideration of $1,500,000 less the outstanding principal and interest of any and all advances made from the Parent to the Sellers prior to the Effective Date directly or indirectly related to the Senior Secured Promissory Note executed between the Seller and Parent’s Subsidiary on June 18, 2020. See Schedule 1.4(a) for the calculation of and values associated with the Gross Purchase Price, Net Purchase Price, and Cash Due at Closing. 1 For example, if the closing share price of the Parent, OTC: ZEST, is $2.00 on the date of the Effective Date of the Agreement, then the Buyer would issue $2,000,000 / $2.00, or 1,000,000 shares of common stock of the Parent to the Buyer or Owner at closing.

Examples of Cash Due at Closing in a sentence

  • Cash Due at Closing shall be paid in the form of a money order, certified funds, or cashier’s check made payable to:THE U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT.

  • However, if the Closing is held prior to the expiration of an Extension Period, the prorated amount of the Extension Fees for the unused portion of the Extension Period shall be credited toward the Cash Due at Closing.

  • If HUD determines that the High Bidder is qualified, the Earnest Money Deposit will be credited toward the Cash Due at Closing.

  • Cash Due at Closing is the bid price less the Earnest Money Deposit received, less any prorations, plus all initial deposits to escrows and/or reserve accounts, if applicable.

  • At Closing, the Approved High Bidder will pay all Cash Due at Closing.

  • The Cash Due at Closing shall be reduced by the amount of any cash payments made by the Acquiring Companies at or prior to the Closing with the written agreement of the Shareholder, on account of any expenses incurred by or on behalf of the Shareholder or the Company.

  • If Extension Fees were paid, and the Closing occurs prior to the expiration of an Extension Period, the prorated amount of the Extension Fees for the unused portion of the Extension Period will be credited toward the Cash Due at Closing.

  • Irrespective of local custom, the Approved High Bidder shall pay all remaining Closing expenses, including, but not limited to, all documentary stamp taxes, and any costs in connection with a review of title or title insurance.5.METHOD OF PAYMENT: Cash Due at Closing shall be paid only in the form of a money order, certifiedfunds, or cashier’s check made payable to:THE U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT.7.CONVEYANCE: Conveyance of the Property shall be by Foreclosure Deed at Closing.

  • Irrespective of local custom, the Approved High Bidder shall pay all remaining Closing expenses, including, but not limited to, all documentary stamp taxes, and any costs in connection with a review of title or title insurance.5.METHOD OF PAYMENT: Cash Due at Closing shall be paid only in the form of a money order, certified funds, or cashier’s check made payable to:THE U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT.7.CONVEYANCE: Conveyance of the Property shall be by Foreclosure Deed at Closing.

  • The Bridge Deposit shall be applied (i) to reduce the Cash Due at Closing as provided in Section 3.3 below or (ii) if the Closing does not occur on or before August 15, 2003 and either PainCare or the Shareholder then elects to terminate its obligations under this Agreement, upon which the principal balance plus accrued interest on the Bridge Deposit shall be immediately payable to PainCare.

Related to Cash Due at Closing

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

  • Xxxxxxx Money Deposit shall have the meaning set forth in Section 2.5(a).

  • Qualified escrow fund means an escrow arrangement with a federally or state-chartered financial institution having no affiliation with any tobacco product manufacturer and having assets of at least one billion dollars where such arrangement requires that such financial institution hold the escrowed funds’ principal for the benefit of releasing parties and prohibits the tobacco product manufacturer placing the funds into escrow from using, accessing, or directing the use of the funds’ principal except as consistent with section 453C.2, subsection 2, paragraph “b”.

  • Escrow Cash is defined in Section 4.1(a).

  • Earnest Money Deposit (EMD) means Bid Security/ monetary or financial guarantee to be furnished by a tenderer along with its tender.

  • Earnest Money Deposit (EMD) means the refundable amount to be submitted by the Bidder along with RFP documents to NMRC

  • Company Cash means all cash and cash equivalents of the Company (including marketable securities and short-term investments), in each case determined in accordance with GAAP.

  • Escrow Deposit shall have the meaning set forth in Section 2.2(a).

  • Escrow Payments With respect to any Mortgage Loan, the amounts constituting ground rents, taxes, assessments, water rates, sewer rents, municipal charges, mortgage insurance premiums, fire and hazard insurance premiums, condominium charges, and any other payments required to be escrowed by the Mortgagor with the mortgagee pursuant to the Mortgage or any other document.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Indemnity Escrow Amount means $3,000,000.

  • Petty Cash means a sum of money set aside on an imprest basis for the purpose of making change or paying small obligations.

  • Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Escrow Fund has the meaning ascribed to it in Section 7.2(a).

  • Payoff Amount means with respect to a Receivable as of the close of business on the last day of a Collection Period, the remaining principal balance of such Receivable, plus accrued but unpaid interest thereon, and related fees.

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Escrow Payment Any payment received by the Master Servicer or the Special Servicer for the account of any Mortgagor for application toward the payment of real estate taxes, assessments, insurance premiums, ground lease rents and similar items in respect of the related Mortgaged Property, including amounts for deposit to any reserve account.

  • Escrow Accounts means (1) accounts of Parent or any Subsidiary, solely to the extent any such accounts hold funds set aside by Parent or any Subsidiary to manage the collection and payment of amounts collected, withheld or incurred by Parent or such Subsidiary for the benefit of third parties relating to: (a) federal income tax withholding and backup withholding tax, employment taxes, transportation excise taxes and security related charges, (b) any and all state and local income tax withholding, employment taxes and related charges and fees and similar taxes, charges and fees, including, but not limited to, state and local payroll withholding taxes, unemployment and supplemental unemployment taxes, disability taxes, xxxxxxx’x or workers’ compensation charges and related charges and fees, (c) state and local taxes imposed on overall gross receipts, sales and use taxes, fuel excise taxes and hotel occupancy taxes, (d) passenger facility fees and charges collected on behalf of and owed to various administrators, institutions, authorities, agencies and entities, (e) other similar federal, state or local taxes, charges and fees (including without limitation any amount required to be withheld or collected under applicable law) and (f) other funds held in trust for, or otherwise pledged to or segregated for the benefit of, an identified beneficiary; or (2) accounts, capitalized interest accounts, debt service reserve accounts, escrow accounts and other similar accounts of Parent or any Subsidiary or funds established in connection with the ARB Indebtedness.

  • Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.

  • Net Insurance/Condemnation Proceeds means an amount equal to: (a) any Cash payments or proceeds (including Cash Equivalents) received by the Borrower or any of its Restricted Subsidiaries (i) under any casualty insurance policy in respect of a covered loss thereunder of any assets of the Borrower or any of its Restricted Subsidiaries (other than, for purposes of Section 2.11(b)(ii), assets acquired after the Closing Date with the proceeds of equity contributions to, or the issuance of Qualified Capital Stock of, the Borrower or its Restricted Subsidiaries (in each case, other than contributions by, or issuances to, the Borrower or a Restricted Subsidiary) or (ii) as a result of the taking of any assets of the Borrower or any of its Restricted Subsidiaries (other than, for purposes of Section 2.11(b)(ii), assets acquired after the Closing Date with the proceeds of equity contributions or the issuance of Qualified Capital Stock of the Borrower or its Restricted Subsidiaries (in each case, other than contributions by, or issuances to, the Borrower or a Restricted Subsidiary)) by any Person pursuant to the power of eminent domain, condemnation or otherwise, or pursuant to a sale of any such assets to a purchaser with such power under threat of such a taking, minus (b) (i) any actual out-of-pocket costs and expenses incurred by the Borrower or any of its Restricted Subsidiaries in connection with the adjustment, settlement or collection of any claims of the Borrower or the relevant Restricted Subsidiary in respect thereof, (ii) payment of the outstanding principal amount of, premium or penalty, if any, and interest and other amounts on any Indebtedness (other than the Loans and any Indebtedness secured by a Lien on the Collateral that is pari passu with or expressly subordinated to the Lien on the Collateral securing any Secured Obligation) that is secured by a Lien on the assets in question and that is required to be repaid or otherwise comes due or would be in default under the terms thereof as a result of such loss, taking or sale, or payment of other amounts due to, or required to be made available to, any Person under any other Contractual Obligation binding such assets or to which such assets are subject (including, without limitation, in the case of Real Estate Assets, any ground lease, lease or other occupancy agreement) (iii) in the case of a taking, the reasonable out-of-pocket costs of putting any affected property in a safe and secure position, (iv) any selling costs and out-of-pocket expenses (including reasonable broker’s fees or commissions, legal fees, accountants’ fees, investment banking fees, survey costs, title insurance premiums, and related search and recording charges, transfer taxes, deed or mortgage recording taxes, other customary expenses and brokerage, consultant and other customary fees actually incurred in connection therewith and the Borrower’s good faith estimate of income Taxes paid or payable (including pursuant to Tax sharing arrangements or any intercompany distribution)) in connection with any sale or taking of such assets as described in clause (a) of this definition, (v) any amounts provided as a reserve in accordance with GAAP against any liabilities under any indemnification obligation or purchase price adjustments associated with any sale or taking of such assets as referred to in clause (a) of this definition (provided that to the extent and at the time any such amounts are released from such reserve, such amounts shall constitute Net Insurance/Condemnation Proceeds) and (vi) in the case of any covered loss or taking from a non-Wholly-Owned Subsidiary, the pro rata portion thereof (calculated without regard to this clause (vi)) attributable to minority interests and not available for distribution to or for the account of the Borrower or a Wholly-Owned Subsidiary as a result thereof.