Post Closing Cash Payments Balance means, as of any time, the difference between the Post Closing Cash Payments and that portion of the Post Closing Cash Payments (including the Closing Cash Payment) previously paid by Noble as of such time.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Closing Cash Amount has the meaning set forth in Section 2.2.
Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:
Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Cash Payment has the meaning set forth in Section 2.2(b).
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
Cash Portion is defined in Section 2.2(a)(iii) hereof.
Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Earnout Amount has the meaning set forth in Section 2.7(a).
Daily Cash Amount means, with respect to any VWAP Trading Day, the lesser of (A) the applicable Daily Maximum Cash Amount; and (B) the Daily Conversion Value for such VWAP Trading Day.
Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).
Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.
Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).
Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).
True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.
Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.
Earnout Payments has the meaning specified in Section 2.7.
Earnout Payment has the meaning set forth in Section 2.3(b).
M&O Amount means the revenue protection payment required as part of this Agreement as set out in TEXAS EDUCATION CODE Section 48.256(d) and shall have the meaning assigned to such term in Section 4.2 of this Agreement.
Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).
Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).
Closing Date Cash has the meaning specified in Section 3.4(a).