Final Closing Cash definition

Final Closing Cash shall have the meaning set forth in Section 2.11(g).

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Final Closing Cash means the Closing Cash, as finally agreed or determined in accordance with Section 2.8, Section 2.9 and Section 2.10.

Final Closing Cash has the meaning set forth in Section 2.4(c).

Examples of Final Closing Cash in a sentence

• The Dispute Expert will make a determination of Final Net Working Capital, Final Closing Cash, Final Closing Indebtedness and Final Transaction Expenses, as applicable, that will be final and binding on the Parties, and the Dispute Expert will not assign a value to any item that is greater than the greater value for such item claimed by Seller or Buyer or less than the lesser value for such item claimed by Seller or Buyer (based on amounts initially submitted to the Dispute Expert).

• The Dispute Expert will determine Final Net Working Capital, Final Closing Cash, Final Closing Indebtedness and Final Transaction Expenses, as applicable, solely based on submissions made by Seller and Buyer that are consistent with the terms hereof (and not by independent review).

More Definitions of Final Closing Cash

Final Closing Cash means the aggregate amount of Closing Cash set forth in the Final Closing Statement.

Final Closing Cash means the Closing Cash, as finally agreed or determined in accordance with Section 2.3(c).

Final Closing Cash means the calculation of Closing Cash that becomes final and binding on the Parties pursuant to Section 3.2.

Final Closing Cash means the Adjusted Closing Cash, if no Dispute Notice with respect thereto is duly delivered pursuant to Section 2.8(c); or if a Dispute Notice is delivered with respect thereto pursuant to Section 2.8(c), as agreed by Cantor and the Surviving Corporation pursuant to Section 2.8(d), or, in the absence of such agreement, as shown in the Accounting Referee’s calculation delivered pursuant to Section 2.8(d).

Final Closing Cash means the calculation of the Cash of the Company and the Company Subsidiaries as of the Effective Time as finally determined pursuant to Section 2.04.

Final Closing Cash and “Final Transaction Expenses”. For purposes of this Agreement, “Final Closing Merger Consideration” means, without duplication, (i) the Enterprise Value, less (ii) Final Indebtedness, plus (iii) Final Closing Cash, less (iv) Final Transaction Expenses, plus (v) the Final Net Working Capital Adjustment, less (vi) the Escrow Amount, less (vii) the Indemnity Escrow Amount. For purposes of this Agreement, “Post-Closing Adjustment Amount” means (x) the Final Closing Merger Consideration less (y) the Closing Merger Consideration (which may be a positive or negative number). Within five (5) Business Days after the Final Closing Merger Consideration and the Post-Closing Adjustment Amount are finally determined pursuant to this Section 4.2:

Final Closing Cash means the definitive Closing Cash, respectively, agreed to (or deemed to be agreed to) by Buyer and Seller in accordance with Section 2.5(c) hereof or the definitive Closing Date Financial Data ("Final Closing Date Financial Data") resulting from the determinations made by the Neutral Auditors in accordance with this Section 2.5(d) (in addition to those items theretofore agreed to by Seller and Buyer).