Closing Cash Amount means the cash amount identified in the Economic Terms as set out in paragraph 1 below.
Closing Cash Amount means all unrestricted cash on hand and cash equivalents of the Company that are immediately convertible into cash in accordance with GAAP calculated as of the Calculation Date. For purposes hereof, “Closing Cash Amount” shall be reduced by the aggregate balance of all outstanding checks as of the Calculation Date.
Examples of Closing Cash Amount in a sentence
It is specified that upon such payment, the Purchaser shall be released from all its obligations in respect of the payment of the Closing Cash Amount to the Sellers and have no further liability in relation thereto.
Notwithstanding anything to the contrary in this Agreement, the Purchaser expressly acknowledges and agrees that the Sellers may seek specific performance in the event of a breach by the Purchaser of its obligation to purchase the Transferred Securities and pay the Closing Cash Amount under this Agreement in accordance with the provisions of article 1221 of the French Civil Code (Code Civil).
More Definitions of Closing Cash Amount
Closing Cash Amount means all Cash held in the accounts of the Transferred Entities as of 11:59 p.m. Eastern Time on the Closing Date. The Closing Cash Amount shall be (x) reduced by the amount of any checks issued by a Transferred Entity on or before the Closing whether or not any such checks remain in the possession of a Transferred Entity on or before the Closing (with a corresponding adjustment to current liabilities, if any); (y) increased by the amount of any checks or wire transfers received by a Transferred Entity on or before the Closing whether or not they have been deposited or have cleared any bank holding procedures (with a corresponding adjustment to current assets, if any), provided such amounts have not already been reflected in the accounts of the Transferred Entities; and (z) adjusted to reflect the settlement of all intercompany accounts pursuant to Section 5.7.
Closing Cash Amount means the sum of the aggregate dollar amount of the consolidated cash and cash equivalents (excluding the amount of outstanding and uncashed checks, and including the amount of deposits in transit) held by the Acquired Companies as of 11:59 p.m. (Eastern Time) on the date immediate preceding the Closing Date, determined in accordance with the Accounting Principles, up to an aggregate maximum of $5,000,000.
Closing Cash Amount means, as of immediately prior to Closing, an amount equal to all cash and cash equivalents (including money market accounts, money market funds, money market instruments, short term investments, certificates of deposit, bank deposits, deposits in transit, and demand deposits) of the Acquired Companies, determined on a consolidated basis in accordance with the Accounting Principles. For the avoidance of doubt, “Closing Cash Amount” shall (a) be calculated net of all issued but uncleared checks and drafts issued by the Acquired Companies to the extent the related accounts payable is not included in the calculation of Closing Net Working Capital Amount and (b) include all checks and wire and other transfers and drafts deposited or available for deposit for, or issued but uncleared checks made to, the account of the Acquired Companies.
Closing Cash Amount means, as of the Closing Date, (i) the cash and Cash Equivalents of the Company (on an unconsolidated basis), less (ii) all liabilities or obligations of the Company on an unconsolidated basis relating to any financial advisor, legal, accounting, and any other transaction fees, as well as any other liabilities or obligations (including, without limitation, golden parachute payments and severance payments) that arise out of or result from the transactions contemplated by this Agreement or the Merger Agreement (but not paid in cash prior to the Closing Date), less (iii) all accrued dividends owed to the holders of the Company Series B Preferred Stock on or prior to the Closing Date (but not paid in cash prior to the Closing Date) (in each case, ignoring all intercompany accounts). The Closing Cash Amount may be a negative number.