Closing Cash definition
Examples of Closing Cash in a sentence
Such auditors will keep confidential any information obtained during such inspection and will report to the Rights Agent and Parent in writing whether (x) the Closing Cash Proceeds and/or (y) the Third Milestone Payment is due and payable (without disclosing, in the case of this clause (y), to the Rights Agent any confidential or commercially sensitive information used or generated by the auditors during the course of the audit), as applicable.
Any CVRs acquired by Parent or any of its Affiliates (including the Surviving Corporation) shall be automatically deemed extinguished and no longer outstanding or entitled to any Milestone Payment or Closing Cash Proceeds for purposes of this Agreement.
Parent will pay, or will cause the Surviving Corporation or another of its Affiliates to pay, the applicable Milestone Payment Amount or Closing Cash Payment to each Holder of an Equity Award CVR within ten (10) days of the delivery of the applicable Milestone Notice or Closing Cash Notice to the Rights Agent, subject to Section 2.4(d).
Each CVR represents the contractual right of a Holder (granted to each Initial Holder as part of the consideration of the Offer and the Merger pursuant to the terms of the Merger Agreement) to receive the Milestone Payments and the Closing Cash Payment pursuant to, and subject to the terms and conditions of, this Agreement.
Within fifteen (15) Business Days from the date of delivery by the Buyer of the Closing Balance Sheet, the Seller shall evaluate and confirm the Proposed Amount for the Adjustment and the amounts of the Closing Debt, the Closing Cash and the Closing Working Capital.