As a result the ACC recommended that a mission agencies Conference should be arranged with substantial representation from Churches in the South.
Closing Cash Amount has the meaning set forth in Section 2.2.
Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C hereof.
Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.
Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.
Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.
Indemnity Escrow Amount means $3,000,000.
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.
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Excluded Liabilities has the meaning set forth in Section 2.4.
Holdback Amount has the meaning set forth in Section 2.06(a).
Company Cash means all cash and cash equivalents of the Company (including marketable securities and short-term investments), in each case determined in accordance with GAAP.
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Daily Cash Amount means, with respect to any VWAP Trading Day, the lesser of (A) the applicable Daily Maximum Cash Amount; and (B) the Daily Conversion Value for such VWAP Trading Day.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).
Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
Parent Liabilities shall have the meaning set forth in Section 2.3(b).
Retained Excess Cash Flow Amount means, at any date of determination, an amount, determined on a cumulative basis, that is equal to the aggregate cumulative sum of the Excess Cash Flow that is not required to be applied as a mandatory prepayment under Section 2.11(b)(i) for all Excess Cash Flow Periods ending after the Closing Date and prior to such date; provided that such amount shall not be less than zero for any Excess Cash Flow Period.
Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.
Earnout Amount has the meaning set forth in Section 2.7(a).
Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.
Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).
Retained Liabilities has the meaning set forth in Section 2.4.
Initial Bankruptcy Loss Coverage Amount $226,715.