Closing Date Cash and Cash Equivalents definition

Closing Date Cash and Cash Equivalents has the meaning set forth in Section 2.2(b)(i).

Closing Date Cash and Cash Equivalents means the sum of the fair market value (expressed in United States dollars) of all cash and cash equivalents as defined by and determined in accordance with GAAP applied on a consistent basis with the Company SEC Documents (including marketable securities and short term investments) of the Company and its Subsidiaries, excluding any Trapped Cash, in each case as of the close of business on the day immediately preceding the Closing Date. For cash and cash equivalents (including marketable securities and short term investments) held in non-United States dollars, the amount of such cash and cash equivalents (including marketable securities and short term investments) will be determined by using spot exchange rates at 6:00 p.m. Eastern time on the day immediately preceding the Closing Date to denominate the value of such cash and cash equivalents (including marketable securities and short term investments) in United States dollars. There will be no adjustment to the Closing Date Merger Consideration for taxes payable if Parent chooses to repatriate any cash and cash equivalents (including marketable securities and short term investments) to the United States or any other jurisdiction.

Closing Date Cash and Cash Equivalents means the sum of the fair market value (expressed in United States dollars) of all cash and cash equivalents (including marketable securities and short term investments) of the Target Companies as of immediately prior to the Closing.

Examples of Closing Date Cash and Cash Equivalents in a sentence

• The Proposed Closing Date Net Working Capital, Proposed Closing Date Indebtedness, the Proposed Closing Date Cash and Cash Equivalents, the Proposed Transaction Expenses and the Proposed Purchase Price Calculation shall collectively be referred to herein from time to time as the “Proposed Closing Date Calculations.” The Proposed Closing Date Calculations shall be calculated in good faith in accordance with the Accounting Principles Consistently Applied and this Agreement, including Schedule A-1 and A-2.

• Purchaser shall also be obligated to pay to Sellers the amount of the Closing Date Cash and Cash Equivalents within five (5) Business Days after the determination of the Closing Date Cash and Cash Equivalents.

• The Estimated Closing Date Net Working Capital, Estimated Closing Date Indebtedness, the Estimated Closing Date Cash and Cash Equivalents, the Estimated Transaction Expenses and the Estimated Purchase Price shall collectively be referred to herein from time to time as the “Estimated Closing Date Calculations.” The Estimated Closing Date Calculations shall be calculated in good faith in accordance with the Accounting Principles Consistently Applied and this Agreement, including Schedule A-1 and A-2.

• If, within thirty (30) days following delivery of the Acquiror’s determination of such number, the Parent has not provided the Acquiror with written notice of objection to such number (that shall state the basis of the Parent’s objection), then the Acquiror’s determination of the Closing Date Cash and Cash Equivalents and the Accounts Amount shall be conclusive and binding on the Acquiror and the Parent.

• Within thirty (30) days after the Closing Date, the Acquiror shall prepare and deliver to the Parent its determination of the actual Closing Date Cash and Cash Equivalents and the actual Accounts Amount.

More Definitions of Closing Date Cash and Cash Equivalents

Closing Date Cash and Cash Equivalents means an amount equal to the balance of the “Cash and Cash Equivalents” account of the Targets, specifically including the portion, if any, reflected in the “Restricted Cash” account related to future PGA Tour events, all as of the close of business on November 30, 2011.

Closing Date Cash and Cash Equivalents means, without duplication, all Cash and Cash Equivalents as of the Adjustment Time.

Closing Date Cash and Cash Equivalents means the aggregate fair market value (expressed in United States dollars) of the Company’s and the Company Subsidiaries’ cash and cash equivalents as defined by and determined in accordance with the Accounting Principles (including marketable securities, bank account deposits, undeposited funds, short term investments and checks and wires deposited but not yet cleared or available) and for the avoidance of doubt, net of any uncleared outstanding checks and wires as of the Calculation Time.

Closing Date Cash and Cash Equivalents means the sum of (i) cash and cash equivalents, plus (ii) deposits in transit to the extent there has been a reduction of receivables on account thereof, and minus (iii) outstanding (uncleared) checks, overdrafts, drafts and wire transfers to the extent there has been a reduction of accounts payable on account thereof, restricted balances or deposits (including cash held as collateral and restricted cash related to any letter of credit serving in place of security deposit), amounts held in escrow and Casualty Proceeds and any other time item that would otherwise constitute cash that is subject to restriction, limitation or imposition of any Tax or adverse Tax consequence on use or distribution by applicable Law, in the case of the foregoing clauses (i) – (iii), of the Company Group as of the Calculation Time, as further reduced by the amount of any cash used by any of the Company Group after such time and prior to the Closing to pay Indebtedness, Selling Expenses, or a dividend, distribution or redemption in respect of equity securities. Notwithstanding the foregoing, the calculation of Closing Date Cash and Cash Equivalents shall be made in accordance with the Accounting Methodology and without giving effect to any Closing Date Cash and Cash Equivalents funded by or on behalf of Purchaser.

Closing Date Cash and Cash Equivalents means, without duplication, (i) all Cash and Cash Equivalents of the Company Group as of the Adjustment Time plus (ii) the Stockholder Loan Amount.

Closing Date Cash and Cash Equivalents means Cash and Cash Equivalents as of the Measurement Time.

Closing Date Cash and Cash Equivalents means any and all cash on hand, cash in bank and petty cash of AA as at the Closing Date and specifically including all cash on hand, cash in bank and petty cash of AA as at the Signature Date and generated by AA for the period from such date up to and including the Closing Date less cash payments in the Ordinary Course of Business and less R2,000,000 or such other amount as may be agreed in writing between AA and OA on or after the Calculation Date;