Post-Closing Cash Documents definition

Post-Closing Cash Documents means the Membership Interest Purchase Agreement, this Agreement, each Guaranty and each Operating Company Security Agreement, as each may be amended, restated, supplemented or modified from time to time, but only the provisions of each such document that relates to the Post-Closing Cash Obligations.

Examples of Post-Closing Cash Documents in a sentence

  • Beyond the pushback against it in public opinion, however, the trend toward establishing a limited number of positions of centrality to use in defense against cyberterrorism and in launching counter-terrorist strikes will carry additional risk.

  • Accordingly, this Agreement and the other Loan Documents and the Post-Closing Cash Documents shall not be construed more strictly against the Lender or any Secured Party merely because of the Lender's or a Secured Party’s involvement in their preparation.

  • However, there is some support for claim 3 since the Highway network appears to slightly underfit compared to the Residual network, suggesting lower capacity for the same number of parameters.

  • The Borrower has full right, power and authority to enter into this Agreement, to make the borrowings and execute and deliver the Loan Documents and Post-Closing Cash Documents as provided herein and to perform all of its duties and obligations under this Agreement and the other Loan Documents and Post-Closing Cash Documents.

  • The PRRD will act as a facilitator to kick-start the working group, through outreach with construction and building associations, major industry players in the various communities, and the hosting of meetings and support of discussions.

  • No amendment, modification or waiver of, or consent with respect to, any provision of this Security Agreement or the other Loan Documents or Post-Closing Cash Documents shall in any event be effective unless the same shall be in writing and acknowledged by the Guarantor, the Lender and each Secured Party, and then any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the specific purpose for which given.

  • No amendment, modification or waiver of, or consent with respect to, any provision of this Agreement or the other Loan Documents or Post-Closing Cash Documents shall in any event be effective unless the same shall be in writing and acknowledged by the Borrower, the Lender and each Secured Party, and then any such amendment, modification, waiver or consent shall be effective only in the specific instance and for the specific purpose for which given.

  • This facilitates impact assessment, audit of implementation and governance.

  • At this stage, the extent of gas bearing formation(s) is/are measured via seismic surveys.

  • This Agreement and the other Loan Documents and Post-Closing Cash Documents (i) constitute the entire agreement between the Parties with respect to the subject matter hereof and thereof; and (ii) are the final expression of the intentions of the Borrower, Lender and Secured Parties.

Related to Post-Closing Cash Documents

  • Closing Cash Amount has the meaning set forth in Section 2.2.

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

  • Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.3(a).

  • Closing Indebtedness Amount means, as of immediately prior to the Effective Time, the aggregate amount of Indebtedness of the Company, including all accrued and unpaid interest, prepayment penalties or fees, and other unpaid fees and expenses payable in respect of such Indebtedness through the Effective Time.

  • Final Closing Indebtedness has the meaning set forth in Section 3.3(b).

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.

  • Closing Date Cash has the meaning specified in Section 3.4(a).

  • Closing Indebtedness means, as of the Closing Date, the aggregate amount of Indebtedness of the Company, including, but not limited to, any prepayment penalties, early termination fees, bank fees and related expenses payable by the Company in connection with the repayment or assumption by the Parent of any Indebtedness of the Company.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Closing Date Indebtedness means the aggregate amount of all Indebtedness of the Company Group as of the time of Closing (other than any Indebtedness included in Holder Expenses).

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Permitted Acquisition Documents means with respect to any acquisition proposed by the Borrower or any Subsidiary Guarantor, final copies or substantially final drafts if not executed at the required time of delivery of the purchase agreement, sale agreement, merger agreement or other agreement evidencing such acquisition, including, without limitation, all legal opinions and each other document executed, delivered, contemplated by or prepared in connection therewith and any amendment, modification or supplement to any of the foregoing.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Final Closing Statement has the meaning set forth in Section 2.5(d).

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Closing Balance Sheet has the meaning set forth in Section 2.4(a).