Adjusted Cash definition

Adjusted Cash means the amount of unrestricted cash after giving effect to unrealized gains and losses under (and as determined by) any Swap Contracts in place at the time of determination (but only with respect to the then-elapsed portion of the current monthly or quarterly (as applicable under the relevant Swap Contract) calculation period thereunder).

Adjusted Cash means, as of any date, the lesser of (a) the amount by which cash and short-term investments of the Company and its Subsidiaries exceed $5,000,000 and (b) the amount, if any, by which (i) current assets of the Company and its Subsidiaries exceed (ii) current liabilities of such Persons (excluding the aggregate outstanding principal amount of Indebtedness included in such current liabilities), in each case determined on a consolidated basis as of such date. If such current liabilities exceed such current assets, Adjusted Cash shall be zero.

Adjusted Cash means, at any particular time, the aggregate Cash and Cash Equivalents of the Borrower calculated on a consolidated basis less the aggregate of all cash and Cash Equivalents owned by the Excluded Subsidiaries at such time.

Examples of Adjusted Cash in a sentence

• Any such determination of an item in dispute shall be (i) with respect to Cash (including Adjusted Cash) and Net Working Capital, neither lower than the amount specified by Purchaser in the Post-Closing Statement nor higher than the amount specified by Seller in the Dispute Notice and (ii) with respect to Debt and Transaction Expenses, neither higher than the amount specified by Purchaser in the Post-Closing Statement nor lower than the amount specified by Seller in the Dispute Notice.

• No later than five (5) Business Days before the Closing Date, Seller shall deliver to Buyer a draft settlement statement setting forth its calculation of the Adjusted Cash Purchase Price (the “Closing Settlement Statement”), which statement shall be substantially in the form of Schedule 2.3 and which shall reflect each adjustment made in accordance with this Agreement as of the date of preparation of such Closing Settlement Statement and the calculation of the adjustments used to determine such amount.

• Except to the extent already taken into account by the Parties in the determination of the Adjusted Cash Purchase Price, Buyer shall be responsible for, pay, indemnify and hold harmless Seller and its Affiliates and all of the other Seller Subject Parties from and against all Taxes other than those that are the responsibility of Seller according to the preceding sentence.

• The Adjusted Cash Purchase Price shall be paid by Buyer in accordance with Section 2.4 at Closing in U.S. Dollars by wire transfer in same day funds to one or more bank accounts of Seller (the details of which shall be provided by Seller to Buyer by written notice given at least three (3) Business Days prior to Closing) or as otherwise provided in Section 2.4. The Preferred Shares Purchase Price shall be delivered by Buyer to Seller and the Escrow Agent at Closing in accordance with Section 2.4.

• Maintain, as of each fiscal quarter-end, a ratio of its Adjusted Cash Flow to its Debt Service of not less than (a) 0.55 to 1.00 for the fiscal quarter ending June 30, 2004, (b) 0.90 to 1.00 for the fiscal quarter ending September 30, 2004, and (c) 1.50 to 1.00 for each fiscal quarter end thereafter.

More Definitions of Adjusted Cash

Adjusted Cash means (a) the amount of Cash of the Business Subsidiaries minus (b) the excess, if any, of the amount of Foreign Cash over $250,000,000.

Adjusted Cash means, as of a specified date, without duplication, (i) all consolidated cash and cash equivalents (whether in hand or credited to any account with any banking, financial, lending or other similar institution or organization) of the Company and BDDG determined in accordance with relevant GAAP, minus (ii) the BDDG Debt Service Reserve Balance.

Adjusted Cash means the cash as shown on the Year End Balance Sheet net of the sum of any amount described in clause (z) above.

Adjusted Cash has the meaning specified in section 7.2.6.1;

Adjusted Cash has the meaning given in SUB-CLAUSE 5(A) (Working CONSIDERATION" Capital and Variable Intra-Group Debt Adjustments);

Adjusted Cash means, as of any date, Cash adjusted by (x) deducting ------------- therefrom (but only to the extent not already taken into account in determining Cash as of such date) an amount equal to the sum of (i)(A) all costs and expenses incurred by the Company or its Subsidiaries in connection with the negotiation or documentation of this Agreement and the effectuation of the Merger due to the Financial Advisor, the Company's legal counsel and accountants and (B) all fees and expenses incurred by the Company in connection with the preparation, printing, filing and mailing of the Proxy Statement and the holding of the Company Stockholder Meeting (collectively, the "Transaction Fees"), (ii) ---------------- the transaction-related payments to be made by the Company to certain executives as specified in Section 7.2(e) of the Disclosure Letter, (iii) the premium paid or payable by the Company or its Subsidiaries in respect of the Tail Policy (as defined in Section 8.2), and (iv) all amounts in the Special Cash Account and (y) adding thereto (but only to the extent already taken into account in determining Cash as of such date) an amount equal to the sum of (i) the amount, if any, by which Transaction Fees exceed $1,500,000 if, but only if, an Extraordinary Event (as defined in Section 7.2(f)) has occurred and the Purchaser has consented to the incurrence of additional Transaction Fees, (ii) the amount, if any, by which the premium paid or payable by the Company or its Subsidiaries in respect of the Tail Policy exceeds $720,000 and (iii) the costs associated with severance arrangements for personnel other than Xxxxxxx Xxxx or Xxxx Xxxxxx.

Adjusted Cash means, as of any date of determination, an amount equal to (x) the cash and Cash Equivalents of the Loan Parties as of such date, solely to the extent that such cash and Cash Equivalents are, on the date of determination, subject to effective Deposit Account Control Agreements in favor of Administrative Agent, plus (y) the actual cash investment for the acquisition of Equity Interests in any Person (other than a Person that is a Subsidiary as of the Seventh Amendment Effective Date) by any Loan Party after the Seventh Amendment Date, as of such date, up to an amount in the aggregate not to exceed $5,000,000, less (z) the cash and Cash Equivalents held in Disqualified Accounts.