Estimated Closing Cash Purchase Price definition

Estimated Closing Cash Purchase Price has the meaning set forth in Section 1.02(b).

Estimated Closing Cash Purchase Price means an amount equal to the Base Cash Purchase Price, plus:

Estimated Closing Cash Purchase Price has the meaning referred to in Section 2.3(a).

Examples of Estimated Closing Cash Purchase Price in a sentence

• The Estimated Closing Cash Purchase Price will be adjusted (i) downwards on a dollar-for-dollar basis to the extent that the Adjusted Closing Net Working Capital, as shown on the Estimated Closing Balance Sheet, is below the Base Net Working Capital Amount and (ii) upwards on a dollar-for-dollar basis to the extent that the Adjusted Closing Net Working Capital is above the Base Net Working Capital Amount.

• If the Additional Premises Construction Plans are disapproved by Tenant, then Tenant shall notify Landlord in writing of its reasonable objections to such Additional Premises Construction Plans, and the parties shall confer and negotiate in good faith to reach agreement on the Additional Premises Construction Plans.

• At the Closing, Buyer will have sufficient funds to permit it to consummate the transactions contemplated by this Agreement, including payment of the Estimated Closing Cash Purchase Price.

• The Estimated Closing Cash Purchase Price will be further adjusted (i) downwards on a dollar-for-dollar basis to the extent that the Closing Cash is less than zero and (ii) upwards on a dollar-for-dollar basis to the extent that the Closing Cash is greater than zero.

• The Independent Accountant shall make a determination as soon as practicable within 30 days (or such other time as the parties hereto shall agree in writing) after their engagement, and their resolution of the Disputed Amounts and their adjustments to the Estimated Closing Cash Purchase Price Certificate and/or the Closing Cash Purchase Price shall be conclusive and binding upon the parties hereto.

• If Buyer and the Company are unable to resolve all disputes regarding a component of the Estimated Closing Cash Purchase Price Certificate prior to Closing, then the amount of such component as set forth in the Estimated Closing Cash Purchase Price Certificate delivered by the Company (including any update thereto delivered pursuant to the prior sentence) shall constitute the amount of such component for all purposes hereof.

• The Estimated Closing Cash Purchase Price (including the calculations set forth therein) and the Estimated Closing Date Balance Sheet shall be prepared in accordance with GAAP and (to the extent consistent with GAAP) the Company’s Accounting Practices and Procedures.

• The Estimated Closing Cash Purchase Price will be adjusted (i) downwards on a dollar-for-dollar basis to the extent that the Adjusted Closing Net Working Capital, as shown on the Estimated Closing Balance Sheet, is below the Base Net Working Capital Range and (ii) upwards on a dollar-for-dollar basis to the extent that the Adjusted Closing Net Working Capital is above the Base Net Working Capital Range.

• The Estimated Closing Cash Purchase Price will be adjusted (i) downwards on a dollar-for-dollar basis to the extent that the Closing Net Working Capital, as shown on the Estimated Closing Balance Sheet, is below the Base Net Working Capital and (ii) upwards on a dollar-for-dollar basis to the extent that the Closing Net Working Capital is above the Base Net Working Capital.

• The Estimated Closing Cash Purchase Price (including the calculations set forth therein) shall be prepared in accordance with the Accounting Principles.

More Definitions of Estimated Closing Cash Purchase Price

Estimated Closing Cash Purchase Price means an amount equal to (i) the Base Purchase Price, (ii) plus the amount, if any, by which the Estimated Net Working Capital exceeds the Target Net Working Capital or minus the amount, if any, by which the Estimated Net Working Capital is less than the Target Net Working Capital, (iii) plus the Estimated Net Capital Expenditure Amount, (iv) minus the Estimated Assumed Equipment Note Debt.

Estimated Closing Cash Purchase Price means the amount specified in Section 2.2;

Estimated Closing Cash Purchase Price. Section 2.4(b)

Estimated Closing Cash Purchase Price. Buyer shall pay the amount of such difference to Seller in cash, consisting of immediately available funds, within 10 days after finalization thereof, and if the Final Cash Purchase Price is less than the Estimated Closing Cash Purchase Price, Seller shall pay the amount of such difference to Buyer in cash, consisting of immediately available funds, within 10 days after finalization thereof.