Final Closing Cash definition

Final Closing Cash has the meaning set forth in Section 2.5(d).
Final Closing Cash shall have the meaning set forth in ‎Section 2.3(b)(i).
Final Closing Cash means the Closing Cash (i) as shown in the Surviving Corporation’s calculation delivered pursuant to Section 2.12(a), if no notice of disagreement with respect thereto is duly delivered pursuant to Section 2.12(b) or (ii) if such a notice of disagreement is delivered, (A) as agreed by the StockholdersRepresentative and the Surviving Corporation pursuant to Section 2.12(c) or (B) in the absence of such agreement, as shown in the Neutral Arbitrator’s calculation delivered pursuant to Section 2.12(c); provided that in no event shall Final Closing Cash be less than the Surviving Corporation’s calculation of Closing Cash delivered pursuant to Section 2.12(a) or more than the Stockholders’ Representative’s calculation of Closing Cash delivered pursuant to Section 2.12(b).

Examples of Final Closing Cash in a sentence

  • At each Closing, the Sellers will provide the Buyer with certain credits against the Initial Closing Cash Payment, the applicable Interim Closing Cash Payment or the Final Closing Cash Payment, as the case may be, relating to certain Transferred Assets or the Business as described in Section 5.18(b) of the Disclosure Schedule or as may be mutually agreed to by the Buyer and the Sellers in writing after the date hereof but prior to the applicable Closing.

  • As soon as practicable following the determination of the Final Closing Cash Consideration in accordance with Section 2.4 (but in no event more than one hundred eighty (180) days after the Closing Date), Buyer shall prepare a draft schedule reflecting the allocation of the Allocable Amount (including to the covenants and agreements set forth in Section 5.1) in accordance with Exhibit I and shall submit such allocation to Seller Representative for review.

  • Minor changes that provide for clarifications of the draft site permit conditions have been made.

  • The aggregate amount of consideration to be paid by Buyer to Seller or its designee(s) for the sale of the Interest (the “Purchase Price”), subject to the terms of this Agreement, shall consist of an amount in cash equal to the sum of (a) $300,000,000 (the “Base Purchase Price”), minus (b) the Final Closing Debt Amount, minus (c) the Final Negative Working Capital Adjustment (if any), plus (d) the Final Positive Working Capital Adjustment (if any), and plus (e) the Final Closing Cash.

  • The Final Closing Cash and the Final Closing Working Capital shall be calculated in accordance with the provisions of this Section 2.4(c) and shall reflect the results of the Physical Inventory.


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 has the meaning set forth in Section 2.11(e).
Final Closing Cash means the amount of Closing Cash as finally determined pursuant to Section 2.8.
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 shall have the meaning set forth in Section 2.06(h).