Closing Date Cash and Cash Equivalents definition

Closing Date Cash and Cash Equivalents means the sum of the fair market value (expressed in United States dollars) of all cash and cash equivalents (including marketable securities and short term investments) of the Target Companies as of immediately prior to the Closing.

Closing Date Cash and Cash Equivalents means, without duplication, all Cash and Cash Equivalents as of the Adjustment Time.

Closing Date Cash and Cash Equivalents means the sum of the fair market value (expressed in United States dollars) of all cash and cash equivalents as defined by and determined in accordance with GAAP applied on a consistent basis with the Company SEC Documents (including marketable securities and short term investments) of the Company and its Subsidiaries, excluding any Trapped Cash, in each case as of the close of business on the day immediately preceding the Closing Date. For cash and cash equivalents (including marketable securities and short term investments) held in non-United States dollars, the amount of such cash and cash equivalents (including marketable securities and short term investments) will be determined by using spot exchange rates at 6:00 p.m. Eastern time on the day immediately preceding the Closing Date to denominate the value of such cash and cash equivalents (including marketable securities and short term investments) in United States dollars. There will be no adjustment to the Closing Date Merger Consideration for taxes payable if Parent chooses to repatriate any cash and cash equivalents (including marketable securities and short term investments) to the United States or any other jurisdiction.

Examples of Closing Date Cash and Cash Equivalents in a sentence

• Within thirty (30) days after the Closing Date, the Acquiror shall prepare and deliver to the Parent its determination of the actual Closing Date Cash and Cash Equivalents and the actual Accounts Amount.

• If the actual Closing Date Cash and Cash Equivalents, as finally determined pursuant to this Section 2.13 (including, without limitation, the resolution of any notice of objection as set forth below), exceeds the estimated Closing Date Cash and Cash Equivalents delivered by Parent, Acquiror shall pay Parent the amount of such excess within five (5) Business Days of such determination.

• If, within thirty (30) days following delivery of the Acquiror’s determination of such number, the Parent has not provided the Acquiror with written notice of objection to such number (that shall state the basis of the Parent’s objection), then the Acquiror’s determination of the Closing Date Cash and Cash Equivalents and the Accounts Amount shall be conclusive and binding on the Acquiror and the Parent.

• No later than two (2) Business Days prior to the Closing Date, the Company shall prepare and deliver to Acquiror a written statement setting forth (i) the Company’s good faith estimate of the Closing Date Funded Debt (the “Estimated Closing Date Funded Debt”) and (ii) the Company’s good faith estimate of the Closing Date Cash and Cash Equivalents (the “Estimated Closing Date Cash and Cash Equivalents”).

• The Company shall, at Acquiror’s request, provide reasonably detailed support for its calculations of the Estimated Closing Date Net Working Capital, Estimated Closing Date Funded Debt and Estimated Closing Date Cash and Cash Equivalents, but Acquiror shall not have the right to dispute such amounts for purposes of calculating the Funding Amount.

More Definitions of Closing Date Cash and Cash Equivalents

Closing Date Cash and Cash Equivalents has the meaning set forth in Section 2.2(b)(i).

Closing Date Cash and Cash Equivalents means the sum of (i) cash and cash equivalents, plus (ii) deposits in transit to the extent there has been a reduction of receivables on account thereof, and minus (iii) outstanding (uncleared) checks, overdrafts, drafts and wire transfers to the extent there has been a reduction of accounts payable on account thereof, restricted balances or deposits (including cash held as collateral and restricted cash related to any letter of credit serving in place of security deposit), amounts held in escrow and Casualty Proceeds and any other time item that would otherwise constitute cash that is subject to restriction, limitation or imposition of any Tax or adverse Tax consequence on use or distribution by applicable Law, in the case of the foregoing clauses (i) – (iii), of the Company Group as of the Calculation Time, as further reduced by the amount of any cash used by any of the Company Group after such time and prior to the Closing to pay Indebtedness, Selling Expenses, or a dividend, distribution or redemption in respect of equity securities. Notwithstanding the foregoing, the calculation of Closing Date Cash and Cash Equivalents shall be made in accordance with the Accounting Methodology and without giving effect to any Closing Date Cash and Cash Equivalents funded by or on behalf of Purchaser.

Closing Date Cash and Cash Equivalents means an amount equal to the balance of the “Cash and Cash Equivalents” account of the Targets, specifically including the portion, if any, reflected in the “Restricted Cash” account related to future PGA Tour events, all as of the close of business on November 30, 2011.

Closing Date Cash and Cash Equivalents has the meaning specified in Section 1.1(b).

Closing Date Cash and Cash Equivalents means, without duplication, all Cash and Cash Equivalents as of the Adjustment Time. “Closing Date Company Indebtedness” means, without duplication, all Company Indebtedness as of the Adjustment Time. “Closing Date Joint Venture Indebtedness” means all Joint Venture Indebtedness as of the Adjustment Time.

Closing Date Cash and Cash Equivalents means the sum of the fair market value of all cash and cash equivalents as defined by and determined in accordance with the Accounting Methodology (including marketable securities, short term investments and deposit accounts) of the Company as of the Measurement Time. For the avoidance of doubt, Closing Date Cash and Cash Equivalents shall (i) include the aggregate Exercise Price paid on

Closing Date Cash and Cash Equivalents means the Cash and Cash Equivalents as of immediately prior to the Closing.