Estimated Cash Shortfall definition

Estimated Cash Shortfall means the amount (if any) by which the Estimated Cash Amount is less than the Target Cash Amount;
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Estimated Cash Shortfall used for purposes of calculating the Initial Merger Consideration shall be the amount equal by which the Minimum Cash Balance exceeds the Estimated Cash Balance. If the Estimated Cash Balance equals or exceeds the Minimum Cash Balance, there shall be no Estimated Cash Shortfall (i.e., in such case, the Estimated Cash Shortfall shall be $0.00).
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Estimated Cash Shortfall means the Company's good faith estimate of the Cash Shortfall.
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Examples of Estimated Cash Shortfall in a sentence

  • No later than the fifth Business Day prior to the Closing Date, the Company shall deliver to the Parent a statement (the "Estimated Closing Statement") of the Estimated Closing Equity and Estimated Cash Shortfall and a calculation of the Preliminary Adjustment Amount, together with supporting calculations.

  • To the extent the Final Cash Shortfall Statement shows that the actual Cash Shortfall Amount exceeds the estimated Cash Shortfall Amount set forth in the Estimated Cash Shortfall Statement, the Acquirer shall pay to the Sellers such excess amount by wire transfer of immediately available funds within ten (10) days of determination of the Final Cash Shortfall Statement in accordance with this Section 5.5(b).

  • To the extent the Final Cash Shortfall Statement shows that the actual Cash Shortfall Amount is less than the estimated Cash Shortfall Amount set forth in the Estimated Cash Shortfall Statement, the Sellers shall pay to the Acquirer the amount of such deficiency by wire transfer of immediately available funds within ten (10) days of determination of the Final Cash Shortfall Statement in accordance with this Section 5.5(b).

  • The consideration payable for the Formation Entity Shares (the “Purchase Consideration”) shall be an amount equal to the Loan Payoff Amount plus the Versacold Formation Transactions Taxes Amount plus the Versacold Transaction Expenses Amount plus the Cash Shortfall Amount (if any) set forth on the Estimated Cash Shortfall Statement delivered pursuant to Section 5.5(a).

  • As used in this Agreement, the "Preliminary Adjustment Amount" shall mean an amount equal to the sum of (a) the excess, if any, of (i) the Target Equity over (ii) the Estimated Closing Equity plus (b) the Estimated Cash Shortfall.

  • To the extent that Cash as set forth in the Estimated Balance Sheet is less than the Cash Target (the “Estimated Cash Shortfall”), then the Cash Purchase Price payable by Purchaser at the Closing shall be reduced by the amount of the Estimated Cash Shortfall, but only to the extent that the amount of such shortfall is greater than the Excess Working Capital reflected on the Estimated Balance Sheet, if any (the amount of such reduction, the “Estimated Cash Reduction Amount”).


More Definitions of Estimated Cash Shortfall

Estimated Cash Shortfall means the amount, if any, by which (x) Estimated Cash is less than (y) $150,000 minus Estimated Working Capital. For the avoidance of doubt, Estimated Working Capital may be positive or negative.
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