Closing Cash Consideration definition

Closing Cash Consideration has the meaning set forth in Section 2.02.

Closing Cash Consideration means an amount equal to (a) 75% multiplied by (b) (i) the Closing Purchase Price, minus (ii) the Financial Debt, minus (iii) the Transaction Expenses.

Closing Cash Consideration shall have the meaning set forth in Section 3.1.

Examples of Closing Cash Consideration in a sentence

• Nothing herein shall operate to cause the Closing to be delayed on account of any arbitration hereunder and to the extent any adjustments are not agreed upon by the Parties as of the Closing, the Closing Cash Consideration shall not be adjusted therefor as of the Closing and subsequent adjustments thereto, if any, will be made pursuant to Section 3.6, Section 3.7 or this Section 12.1.

• When available, actual figures will be used for the adjustments to the Closing Cash Consideration at the Closing.

• If the Closing Adjustment is a negative number, the Closing Cash Consideration shall be decreased by an amount equal to the Closing Adjustment.

• If the Closing Adjustment is a positive number, the Closing Cash Consideration shall be increased by an amount equal to the Closing Adjustment.

• The delivery of such checks (or wire transfers, as applicable) by the Paying Agent shall be deemed, for all purposes, to have satisfied in full the obligations of Parent to pay the Closing Cash Consideration to such Stockholders and neither Parent nor the Paying Agent shall have any further obligation for such payments.

More Definitions of Closing Cash Consideration

Closing Cash Consideration has the meaning set forth in Section 2.1(a).

Closing Cash Consideration means cash in the amount of [***].

Closing Cash Consideration means an amount equal to the Cash Consideration (i) minus the amount, if any, by which the Estimated Working Capital is less than the Target Working Capital, and (ii) minus an amount equal to the Estimated Indebtedness.

Closing Cash Consideration means (a) the Cash Consideration Amount plus (b) the Estimated Cash and Cash Equivalents minus (c) the Estimated Closing Date Indebtedness minus (d) the Estimated Unpaid Transaction Expenses minus (e) the Parent Portion of Pre-Closing Distributable Earnings minus (f) the Equityholder Representative Expense Amount.

Closing Cash Consideration shall have the meaning given to such term in Section 2.2(a).

Closing Cash Consideration means an amount equal to (a) One Hundred Five Million and no/100 Dollars ($105,000,000.00), plus (b) Closing Cash, minus (c) Closing Indebtedness, minus (d) Company Transaction Expenses, plus (e) the Net Working Capital Excess (if any), minus (f) the Net Working Capital Shortfall (if any), minus (g) the Escrow Amount, minus (h) the Securityholder Representative Reserve, plus the (i) Unaccredited Investor Additional Cash Amount.

Closing Cash Consideration means an amount equal to (a) the Base Cash Consideration plus (b) the Estimated Purchase Price Adjustment Amount (which amount will decrease the Closing Cash Consideration if a negative number).