Initial Cash Consideration definition
Examples of Initial Cash Consideration in a sentence
The cash amounts allocated on Schedule 2.7(a) shall not be adjusted after the date thereof, except to take into account any adjustment to the Initial Cash Consideration in accordance with this Agreement.
Upon receipt by Shoreline of the Initial Cash Consideration, all right, title and interest in and to the Purchased Assets shall, as between the Parties, be deemed to be transferred to, and held by, Klondex notwithstanding that Klondex shall make the payments required by Sections 2.2(a)(ii), (iii) and (iv) after the Closing Time or that further actions may be taken by the Parties to effectively transfer title to Klondex after the Closing Time.
On receipt by such bank of the Initial Cash Consideration the condition of the escrows shall be deemed to have been satisfied (and the relevant documents shall no longer be deemed to be the subject of any escrow and shall thereupon have full effect).
On the Closing Date, the Initial Cash Consideration shall be reduced by the amount of the Estimated Net Income.
No part of the funds used by Investor to pay the Initial Cash Consideration, any Subsequent Funding Obligation or other payments to the Company or to fund all or any part of Investor’s capital commitment has been, is, or will be, directly or indirectly derived from, or related to, any activities that contravene applicable Laws, including Anti-Corruption Laws, Anti-Money Laundering Laws and Export Controls and Economic Sanctions Laws.