Funds Flow Memo definition

Funds Flow Memo means the funds flow memo attached hereto as Schedule C.

Funds Flow Memo shall have the meaning specified in Section 1.3(d)(ii).

Funds Flow Memo means a closing funds flow memorandum mutually agreed upon by the Purchaser and Sellers’ Representative.

Examples of Funds Flow Memo in a sentence

• If the Earn-Out Consideration is payable pursuant to this Section 2.4, then Buyer shall pay the Earn-Out Consideration to the Sellers, without interest, no later than five Business Days following the final determination of the Earn-Out Consideration pursuant to this Section 2.4, by wire transfer of immediately available funds to the account or accounts designated in the Funds Flow Memo.

• Seller shall deliver the Funds Flow Memo to Buyer on the Business Day prior to the Closing Date.

• No types of pets other than the following may be kept by a resident.

• This includes Best Idea presentation.▪ Hardware and Communication reliability▪ Data integration pros/cons▪ Anyone using Bring Your Own Device?▪ Company issued tablets or phones with Mobile Device Management?▪ Hardware light as a strategy?▪ Load Planning and Route Optimization software▪ Real-time lane rating and integrating with DAT, other market rating services?▪ Yard check integrating with Equipment Maintenance systems▪ Future Tech – Software & Services being tested / considered.

• Subject to delivery of all of the items set forth in Section 3.2, at the Closing, Buyer shall deliver to each Seller, as consideration for the Purchased Shares, by wire transfer to one or more accounts designated by such Seller in the Funds Flow Memo (the “Closing Payment”), cash in an amount equal to the (i) the Estimated Net Purchase Price, multiplied by (ii) such Seller’s Pre- Closing Ownership Percentage.

More Definitions of Funds Flow Memo

Funds Flow Memo means the charts detailed in Annex G (Funds Flow Memo) showing in relation to each Project the costs to be paid (i) on or about the Issue Date; (ii) upon occurrence of the Release CPs by the Issuer.

Funds Flow Memo means a funds flow memorandum, in form and substance satisfactory to Agent and Collateral Agent, documenting the sources and applications of funds in respect of the consummation of the Recapitalization Transactions and the payment of the amounts required to be paid hereunder to Agent and Lenders on the Effective Date.

Funds Flow Memo means the chart showing the Transaction Costs, the Financial Costs, the applicable DSRA Balance Target, the applicable Minimum Positive Balance, the applicable MRA Amount , any SPV Loan to be paid by the Issuer on the Issue Date (as per Annex F) and on each Settlement Date (drafted by the Noteholders in accordance with Annex F).

Funds Flow Memo has the meaning ascribed to such term in Section 5.11.

Funds Flow Memo means that certain flow of funds memorandum delivered by the Seller Representative to Buyer indicating the amount and wire transfer information for payments to be made by Buyer hereunder.

Funds Flow Memo means that certain memorandum and spreadsheet delivered by the Seller Parties’ Representative to Buyer pursuant to Section 2.03(a) which includes any amounts required to be withheld on the payments made to such Persons and the wiring instructions for such Persons. For clarity, it is contemplated that the Funds Flow Memo will provide an irrevocable direction by Seller to Buyer to make certain payments directly to certain third parties (e.g., lenders), if applicable, for administrative convenience, but that such payments shall be deemed to have been made first to Seller and then subsequently distributed or paid by Seller to such recipients.

Funds Flow Memo a funds flow memorandum, in form and substance satisfactory to Agent and Collateral Agent, documenting the sources and applications of funds in respect of the consummation of the Recapitalization Transactions and the payment of the amounts required to be paid hereunder to Agent and Banks on the Effective Date.