Closing Cash Consideration. Transferee shall have delivered the Closing Cash Consideration in accordance with Section 1.7.
Closing Cash Consideration. The term “Seller Closing Cash Consideration” shall mean an amount equal to $25,000,000.00, as such amount may be adjusted pursuant to Section 2.3(c) below. The term “Closing Cash Consideration” shall mean the sum of (i) the Seller Closing Cash Consideration plus (ii) $[***] which is the pay-off amount of the PPP Loan (as defined below).
Closing Cash Consideration. Subject to the terms and conditions of this Agreement, including without limitation Section 8.7, the Closing Cash Consideration shall be payable by Buyer to Seller, without any interest, by wire transfer of immediately available U.S. funds to an account designated by Seller’s instructions set forth on Schedule 3.1 (b) in two equal installments of Two Hundred Twenty Thousand dollars ($220,000) each, the first of which shall be due and payable at the Closing and shall be reduced by the closing payments made by Buyer to the third parties in the amounts and as set forth on the Closing Payments Schedule attached hereto as Schedule 3.1 (the “Closing Payments Schedule” and any such payments, the “Closing Payments”) and the second on the one (1) month anniversary of the Closing Date, or, if such date is not a Business Day, on the immediately following Business Day.
Closing Cash Consideration. At the Closing, subject to applicable adjustments to the Effective Closing Consideration and subject to Section 2.06, in consideration for the sale and transfer of their Company Shares, the Purchaser shall pay to the Selling Shareholders the Effective Closing Consideration, in cash in immediately available funds in GBP.
Closing Cash Consideration. At the Closing, Buyer shall pay to the Seller an amount in cash equal to the Closing Cash Consideration by wire transfer of immediately available funds pursuant to written instructions delivered by the Seller to Buyer prior to the Closing.
Closing Cash Consideration. At the Closing, Buyer shall transfer the Basic Consideration and the Interest to one or two bank accounts in the Seller's name and designated by Seller.
Closing Cash Consideration. At the Closing, Buyer shall deliver to Sellers, by wire transfer of immediately available funds to an account or accounts designated by Sellers in writing and delivered to Parent no later than three Business Days prior to Closing, an amount KH464606.DOC 9 in cash equal to the Closing Cash Consideration, minus (i) any Indebtedness of Sellers, (ii) any Seller Transaction Expenses or other amounts that Sellers request be funded out of the Closing Cash Consideration in accordance with Section 6.14, (iii) the amount (if any) by which the Target Working Capital exceeds the Estimated Working Capital (as set forth in the Estimated Working Capital Certificate), (iv) the amount of $197,969 (the “Employee Retention Bonus Amount – Seller Portion”), representing half of the retention bonus amounts (the “Employee Retention Bonuses”) payable to the employees of Sellers set forth on Section 4.22(k) of the Disclosure Schedule (the “Retention Bonus Employees”) pursuant to Retention Letters each dated June 7, 2017 (the “Retention Letters”), as adjusted to reflect employer-paid taxes thereon, and (v) an amount equal to (x) the amount (if any) by which the revenues of the Business reflected on the Unaudited Carve-Out Financial Statements of the Business exceed the revenues of the Business reflected on the Audited Carve-Out Financial Statements of the Business multiplied by (y) 8.43 (the “Carve-Out Adjustment Amount”), but only to the extent such Carve-Out Adjustment Amount is equal to or greater than $500,000.
Closing Cash Consideration. Within 20 Business Days after the Closing, Acquirer shall pay or cause to be paid to the Company, by wire transfer of immediately available U.S. Dollar funds to the account designated by the Company at least one Business Day prior to the Closing Date, an amount equal to (i) the Closing Cash Consideration less (ii) the total amount of the Unknown Operating Expenses. The Company and Acquirer acknowledge that certain portions of the Operating Expenses are not known with specificity as of the date hereof due to the Company’s need to receive certain invoices to verify the total amount of the Operating Expenses (such Operating Expenses, the “Unknown Operating Expenses”). Following the date hereof, any Unknown Operating Expenses that become known shall be included in the next applicable invoice for the Services as set forth in Section 5.4 below and shall be paid by Acquirer simultaneously with any payments for the Services and Annex A shall automatically be amended to reflect such subsequently known Operating Expenses. For the avoidance of doubt, the total amount of any such Unknown Operating Expenses payable by Acquirer following the date hereof shall not exceed $[***].
Closing Cash Consideration. On the Closing Date, Buyer shall pay Agency an amount equal to One Million Six Hundred-Seventeen Thousand Two Hundred Five and 29/100 Dollars ($1,617,205.29) (the “Closing Cash Consideration”) less any amounts in satisfaction of Liabilities of Sellers to be satisfied at or prior to the Closing and less any expenses or fees incurred by Sellers and paid from the Closing Cash Consideration in connection herewith, as detailed in the funds flow summary delivered in connection herewith (the “Funds Flow Summary”).
Closing Cash Consideration. Subject to the adjustments provided in Sections 2.1(c) and 2.6(g), the Purchaser will pay to the Seller, or as the Seller may otherwise direct, on the Initial Closing Date, the amount of €******, which amount includes the Indian Inventory Deposit (defined below) and the Chinese Cash Consideration (defined below). The amount payable pursuant to the foregoing sentence is referred to herein as the “Closing Cash Consideration” and will be paid in Euros in immediately available funds on the Initial Closing Date. [Net estimated cash consideration to be paid at the Initial Closing by DragonWave is set forth in the press release issued by DragonWave on 3 May 2012]
