Closing Cash Amount definition

Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

Closing Cash Amount has the meaning set forth in Section 2.2.

Closing Cash Amount has the meaning set forth in Section 4.03(c).

Examples of Closing Cash Amount in a sentence

• In the event that Closing Date Cash as reflected on the Final Purchase Price Adjustment Statement is less than Estimated Closing Cash Amount, Seller shall pay Buyer an amount equal to the difference between the Closing Date Cash and the Estimated Closing Cash Amount.

• If the Estimated Net Adjustment is a negative number, the Closing Cash Amount shall be decreased by such amount.

• If the Estimated Net Adjustment is a positive number, the Closing Cash Amount shall be increased by such amount.

• No actions taken by either of the Buyers or on behalf of Blocker or the Group Companies, on or following the Closing, shall be given effect for purposes of determining the Net Working Capital, Company Transaction Expenses, the Closing Cash Amount, the Closing Debt Amount, the Cash Consideration Amount or the Blocker Adjustment Amount.

• As promptly as practicable but no later than sixty (60) days after the Closing Date, Purchasers shall prepare and deliver to Sellers a statement (the “Initial Post-Closing Adjustment Statement”) of (i) the Closing Working Capital, (ii) the Closing Cash Amount, (iii) the Closing Date Indebtedness, (iv) the Closing Date Transaction Fees; and (v) the Adjustment Amount, setting forth Purchasers’ calculation of the Adjustment Amount as of the Closing together with reasonable supporting calculations and detail.

More Definitions of Closing Cash Amount

Closing Cash Amount means the aggregate amount of all Cash of the Company as of the Adjustment Calculation Time.

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.

Closing Cash Amount means the amount of all unrestricted cash and cash equivalents of the Company and its Subsidiaries as of immediately prior to the Closing (including any checks and drafts deposited for the account of the Company or any of its Subsidiaries but net of any issued but uncleared wires, checks, drafts or money orders), in each case, determined in accordance with GAAP consistently applied.

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 aggregate amount of cash and cash equivalents held by the Acquired Companies as of the close of business on the Closing Date, excluding Trapped Cash; provided, however, that in no event will Closing Cash Amount include amounts included in Closing Working Capital Assets.

Closing Cash Amount is defined in Section 1.2(a)(i).

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.