Cash Adjustments Sample Clauses

Cash Adjustments. (a) Subject to Section 3.5(c), prior to the Final Separation Date, either (i) Healthcare will transfer funds to Tyco or (ii) Tyco will transfer funds to Healthcare, such that Healthcare’s cash balance in its accounts immediately prior to the Final Separation Date shall equal at least $500 million (the “Healthcare Target Cash Balance”).
AutoNDA by SimpleDocs
Cash Adjustments. (1) The Federal agency will make prompt payment to the grantee for allowable reimbursable costs.
Cash Adjustments. Cash, cash equivalents and marketable securities and derivative instruments (collectively, "Cash") of the Seller and its Subsidiaries as of the Cut-off Date shall be retained by Seller as part of the Excluded Assets (the "Retained Cash"). Any income or losses, including Cash, of the Business after the Cut-off Date shall be for the account of the Purchaser. Without derogating from the foregoing, the Purchaser (i) understands that outside of the operations in the ordinary course of the Business, the Seller will continue to collect cash, cash equivalents and marketable securities and derivative instruments for the purpose of consummating the Bezeq Transaction, including, without limitation, through shareholder loans, shareholder investments and financial loans, (ii) acknowledges that it has no rights to any such assets (and has no liability for any liabilities related thereto), and (iii) all such assets shall be part of the Excluded Assets. If during the period from the Cut-off Date until the Closing the Business generates a positive Cash amount, then the Seller shall transfer such positive amount to the Purchaser as part of the Acquired Assets ("Positive Cash Amount"). If during the period from the Cut-off Date until the Closing the Business generates a negative Cash amount and hence such amounts were financed by the Seller during such period, the Purchaser will transfer such amount to the Seller within 14 days after the Closing. At Purchaser's request, if the Acquired Assets include cash of less than NIS 10,000,000, the Seller will provide Purchaser at Closing with a non-interest bearing loan of up to an amount required to bring such cash to NIS 10,000,000 ("Seller Loan"), and such loan shall be repaid by Purchaser to Seller within fourteen (14) days after Closing. For the avoidance of doubt, this Section 3.4 shall not be deemed to derogate from Seller's obligation under Section 6.1(xi).
Cash Adjustments. 10 ARTICLE 3.
Cash Adjustments. If Final Closing Cash as determined pursuant to Section 2.2 is less than the Estimated Closing Cash (the dollar amount of such deficiency, the “Closing Cash Deficiency”), the Escrow Agent shall release to Acquiror from the Escrow Account, within 10 days after the Final Closing Cash has been determined, an amount in cash equal to the lesser of (a) the Closing Cash Deficiency and (b) the total amount of cash remaining in the Escrow Account; provided, however, that if the dollar amount of the Closing Cash Deficiency exceeds the value of the Escrow Account, such amount (the amount by which the Closing Cash Deficiency exceeds the value of the Escrow Account, the “Cash Adjustments Deficiency”) shall constitute Damages for which Acquiror is entitled to indemnification pursuant to Article 9. The Sellers hereby agree to promptly execute joint written instructions in order to facilitate the foregoing release of cash to the Acquiror. If Final Closing Cash exceeds the 10
Cash Adjustments. The parties agree that the Agreed Net Value of the Properties (as defined in the Operating Agreement) shall be increased, as set forth on a Closing Statement prepared pursuant to the Proration Agreement prepared for each Property by the amount of the aggregate value of any cash or cash equivalents, including, without limitation, any deposits or bonds given by Inland (e.g. utility deposits, deposits or reserves with the any lender and/or landscaping bonds) or amounts in any of Inland accounts, that are transferred, directly or indirectly, to the Company (whether as part of the Inland Capital Contribution or otherwise) on the Property Contribution Date, exclusive of any amount attributable to net prorations as provided in Paragraph 3 above.
Cash Adjustments. (i) At the Closing, Buyer agrees to pay to Sellers the amount of cash Parent has provided to Target to operate since December 31, 2005 calculated as set forth below in this §2(g), payable in cash by wire transfer or delivery of other immediately available funds (the “Cash Adjustment”). The Cash Adjustment shall be an amount equal to $1,941,718 as the amount of Target’s cash on hand at December 31, 2005 (A) plus $467,000 advanced by Parent to Target in January 2006, and (B) plus $50,000 as an allocation to Seller of Target’s profits for the first fiscal quarter of 2006; resulting in a final Cash Adjustment of $2,458,718.
AutoNDA by SimpleDocs
Cash Adjustments. (a) Prior to the Effective Time, either (i) LSC will transfer funds to RRD or (ii) RRD will transfer funds to LSC, such that LSC’s cash balance in its accounts immediately prior to the Effective Time shall equal $[●] million (the “Pre-Distribution LSC Target Cash Balance”).
Cash Adjustments. At least two (2) days prior to the Effective Date, the Seller shall have prepared and delivered to the Buyer an unaudited statement of cash activity for the Company (the “Cash Statement”) for the period beginning November 1, 2006 and ending on the Effective Date (the “Cash Adjustment Period”). The Cash Statement shall set forth the following amounts: (1) total cash receipts to the Company during the Cash Adjustment Period (“Gross Receipts”); and (2) total cash disbursements from the Company during the Cash Adjustment Period (“Disbursements”). Gross Receipts and Disbursements shall be determined by reference to the Seller’s cash management system reports from Bank of America. The Cash Statement shall also set forth a calculation of theNet Cash Amount” during the Cash Adjustment Period, which shall equal Gross Receipts, less Disbursements plus any deposits in transit less all outstanding disbursement checks issued on or after November 1, 2006. The Seller shall also make available to the Buyer copies of all work papers and other documents and data used to prepare the Cash Statement (and any items therein) and the Net Cash Amount calculation. The Buyer shall have the right to dispute the Cash Statement (and any items therein) and the Net Cash Amount calculation and make any proposed adjustments thereto as provided by Section 2(b)(iii)(C).
Cash Adjustments. (a) Goldcorp shall prior to the Closing Time deliver to Kinross a statement setting out the cash balance as at September 30, 2007 for (i) MDO and its Subsidiaries (the “MDO Cash Balance”); (ii) the Porcupine Joint Venture (the “Porcupine Cash Balance”); and (iii) the Xxxxxxxxxxx Joint Venture (the “Xxxxxxxxxxx Cash Balance”).
Time is Money Join Law Insider Premium to draft better contracts faster.