Closing Cash Payment Amount definition

Closing Cash Payment Amount means an amount equal to (a) $505,000,000, minus (b) the total amount of Closing Date Indebtedness set forth on the Closing Payments Schedule, minus (c) the total amount of Closing Date Transaction Expenses set forth on the Closing Payments Schedule plus (d) the total amount of Closing Date Cash set forth on the Closing Payments Schedule, plus (e) the total amount of the Closing Date Net Working Capital Adjustment Amount set forth on the Closing Payments Schedule.
Closing Cash Payment Amount. Schedule A, Section 1.2 “Closing Consideration” Section 2.8(a) “Closing Date” Section 1.1
Closing Cash Payment Amount means an amount equal to (i) the Closing Date Adjusted Purchase Price minus (ii) the Escrow Funds.

Examples of Closing Cash Payment Amount in a sentence

  • Purchaser has available as of the date of this Agreement and will have available as of the Closing, sufficient funds to be able to pay the Base Purchase Price (including the full Closing Cash Payment Amount, Closing Indebtedness, Closing Cash and the Closing Company Transaction Expenses) and any expenses incurred by Purchaser in connection with the transactions contemplated by this Agreement.

  • The Estimated Closing Statement (as modified in accordance with this Section 2.02) shall not be final or binding on the Parties other than for purposes of determining the Preliminary Purchase Price and the Closing Cash Payment Amount.

  • Payment for the Non-Compliant Ethanol so purchased shall be reflected in the Closing Cash Payment Amount.

  • Pursuant to the Merger Agreement, the aggregate consideration payable to the Greenlight Stockholders will consist of (i) an amount in cash equal to the Closing Cash Payment Amount (as defined in the Merger Agreement), and (ii) shares of newly-issued Class A common stock equal to the Closing Number of Securities (as defined in the Merger Agreement).

  • At or before the Effective Time, Parent shall deposit with the Exchange Agent an amount of cash equal to the Closing Cash Payment Amount, a number of shares of Parent Class A Common Stock equal to the Closing Number of Securities.


More Definitions of Closing Cash Payment Amount

Closing Cash Payment Amount means an amount equal to: (a) Parent Cash; minus (b) Estimated Closing Transaction Costs, to the extent not paid prior to the Closing; minus (c) the Retained Cash; provided that in no case shall the Closing Cash Payment Amount exceed $220,000,000 minus the Adjustment Escrow Amount.
Closing Cash Payment Amount means an amount equal to (i) $113,516,686.00, plus (ii) the sum of the Closing Contributed Amount multiplied by the Cash Payment Amount Multiplier, minus (iii) the Closing Leakage multiplied by the Cash Payment Amount Multiplier (in each case of the foregoing items (ii) and (iii), rounded to the nearest whole cent).
Closing Cash Payment Amount is defined in Section 2.4.1(a).
Closing Cash Payment Amount has the meaning set forth in Section 2.01(b).
Closing Cash Payment Amount has the meaning set forth in Section 3.1.
Closing Cash Payment Amount means an amount equal to (i) the Closing Date Adjusted Purchase Price, minus (ii) the Escrow Funds, minus (iii) to the extent the applicable Post-Closing Escrow Agreement is required to be entered into pursuant to this Agreement, the Pressure Test Escrow Funds, the VCP Vibration Escrow Funds and the Winterization Penalties Escrow Funds.
Closing Cash Payment Amount means, in relation to each Company Shareholder who elects for a partial cash payment in accordance with the terms of this Agreement, an amount in cash equal to up to their Pro Rata Portion of the lower of (i) the amount (which may be zero) by which the Parent Closing Cash exceeds $500,000,000, and (ii) $90,000,000.