Closing Cash means the aggregate amount of Cash of the Company as of the Effective Time.
Holdback Amount has the meaning set forth in Section 2.06(a).
Company Cash means all cash on hand or on deposit to the credit of the Company on the Closing Date;
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Closing Cash Amount shall have the meaning set forth in Section 2.8(b).
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Escrow Cash is defined in Section 4.1(a).
Indemnity Escrow Amount means $5,000,000.
Closing Cash Consideration has the meaning set forth in Section 2.02.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Buyer Losses shall have the meaning set forth in Section 8.2.
Cash Amount means an amount of cash per Partnership Unit equal to the value of one share of Common Stock as determined under the applicable Exchange Rights Agreement on the Valuation Date of the Common Stock Amount.
Holdback Shares has the meaning set forth in Section 2.5(b)(v).
Working Capital Escrow Amount means $500,000.
Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.
Earn-Out Consideration is defined in Section 2.5(c).
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.
Purchaser Losses shall have the meaning set forth in Section 9.1(a).
Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.
Earnout Consideration has the meaning set forth in Section 2.6 below.
Adjustment Escrow Amount means $1,000,000.
Cash Portion is defined in Section 2.2(a)(iii) hereof.
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).
Escrow Amount has the meaning set forth in Section 2.1(c).
Earnout Amount has the meaning set forth in Section 2.5.1b).