Combination Cash Election definition

Combination Cash Election shall have the meaning given such term in Section 2.7(a).
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Combination Cash Election has the meaning set forth in Section 3.03(a).
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Combination Cash Election and "Combination Stock Election" have the meanings set forth in Section 2.3(a).
Sample 1

Examples of Combination Cash Election in a sentence

  • A cash proration factor (the "Cash Proration Factor") shall be determined by dividing (1) the maximum number of shares of Kaweah Stock which must make a Cash Election and Combination Cash Election to equal the Minimum Stock Amount based on the Exchange Ratio by (2) the number of shares of Kaweah Stock with respect to which effective Cash Elections and Combination Cash Elections were made.

  • Each holder of Kaweah Stock who made an effective Cash Election or Combination Cash Election, and each holder of Undesignated Shares shall receive the Per Share Cash Consideration.


More Definitions of Combination Cash Election

Combination Cash Election shall have the meaning given such term in Section 2.7(a)."
Sample 1
Combination Cash Election. 5 1.47 "Combination Stock Election" 5 1.48 "Competing Transaction" 5 1.49 "Covered Person" has the meaning set forth in Section 4.27. 5 1.50 "Delaware Secretary" 5 1.51 "Derivatives Contract" 5 1.52 "Dissenting Shares" 5 1.53 "Effective Time of the Bank Merger" 5 1.54 "Effective Time of the Holding Company Merger" 5 1.55 "Election" 5 1.56 "Election Deadline" 5 1.57 "Election Form" 5 1.58 "Election Form Record Date" 5 1.59 "Encumbrance" 6 1.60 "Environmental Regulations" 6 1.61 "ERISA" 6 1.62 "Ernst & Young" 6 1.63 "Exchange Act" 6 1.64 "Exchange Agent" 6 1.65 "Exchange Fund" has the meaning set forth in Section 2.7. 6 1.66 "FDIC" 6 1.67 "Final TI Stock Price" 6 1.68 "Financial Statements of CFHC" 6 1.69 "Financial Statements of TI" 6 1.70 "Governmental Entity" 6 1.71 "Guaranty Stock" 6 1.72 "Hazardous Materials" 7 1.73 "HOLA" 7 1.74 "Holding Company Merger" 7 1.75 "Immediate Family" 7 TABLE OF CONTENTS (cont'd) Page
Sample 1

Related to Combination Cash Election

  • Cash Election shall have the meaning set forth in Section 3.2.2.

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.

  • Stock Election shall have the meaning set forth in Section 3.2.2.

  • Mixed Election has the meaning set forth in Section 3.01(b)(iii).

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Borrower or any Restricted Subsidiary in connection with an Asset Sale that is designated as Designated Non-Cash Consideration pursuant to a certificate of a Responsible Officer of the Borrower setting forth the basis of such valuation, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of such Designated Non-Cash Consideration.

  • Non-Cash Consideration means consideration in a form other than cash.

  • Cash Payment has the meaning set forth in Section 2.2(b).

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Capital Distribution means, with respect to any Person, a payment made, liability incurred or other consideration given for the purchase, acquisition, repurchase, redemption or retirement of any Equity Interest of such Person or as a dividend, return of capital or other distribution in respect of any of such Person’s Equity Interests.

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Unrestricted Cash Amount means, as to any Person on any date of determination, the amount of (a) unrestricted Cash and Cash Equivalents of such Person whether or not held in an account pledged to the Collateral Agent and (b) Cash and Cash Equivalents of such Person restricted in favor of the Facilities (which may also include Cash and Cash Equivalents securing other Indebtedness secured by a Lien on any Collateral along with the Facilities), in each case as determined in accordance with GAAP; it being understood and agreed that proceeds subject to Escrow shall be deemed to constitute “restricted cash” for purposes of the Unrestricted Cash Amount.

  • Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.

  • Combination carrier means a ship designed to carry either oil or solid cargoes in bulk.

  • Liquidation Call Right has the meaning ascribed thereto in the Exchangeable Share Provisions.

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

  • Non-Cash Dividend means any Dividend which is not a Cash Dividend, and shall include a Spin-Off.

  • Exchange Election shall have the meaning specified in Section 14.12(a).

  • Qualified Settlement Fund or “Settlement Fund” means the interest-bearing, settlement fund account to be established and maintained by the Escrow Agent in accordance with Article 5 herein and referred to as the Qualified Settlement Fund (within the meaning of Treas. Reg. § 1.468B-1).

  • Unrestricted Cash and Cash Equivalents means, as of any date of determination, the sum of the aggregate amount of Cash and Cash Equivalents (valued at fair market value) which is Unrestricted. As used in this definition, “Unrestricted” means the specified asset is not subject to any escrow, cash trap, reserves, Liens (other Liens permitted under Section 10.5) or claims of any kind in favor of any Person.

  • Regular election means an election held on a regular election date to elect an individual to, or nominate an individual for, elective office in the regular course of the terms of that elective office.

  • Cash Contribution refers to a direct payment of Contribution in Canadian currency.

  • Total Distribution Amount With respect to any Distribution Date, the sum of (i) the aggregate of the Interest Remittance Amounts for such date; (ii) the aggregate of the Principal Remittance Amounts for such date; and (iii) all Prepayment Premiums collected during the related Prepayment Period.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • LCA Election has the meaning specified in Section 1.09(a).