Estimated Company Cash definition

Estimated Company Cash has the meaning set forth in Section 2.11(a).

Estimated Company Cash means the Company’s good faith estimate of Company Cash as of 11:59 p.m. on the date immediately prior to the Closing Date, as set forth in the Estimated Closing Statement.

Estimated Company Cash has the meaning set forth in Section 1.3(a).

Examples of Estimated Company Cash in a sentence

• Notwithstanding the foregoing, the first Statement of Estimated Company Cash will be furnished on July 1, 2006.

• For purposes of this Agreement, “Estimated Closing Adjustment Amount” shall mean an amount, which may be positive or negative, equal to (1) the Estimated Net Working Capital minus the Target Working Capital plus (2) the Estimated Company Cash minus (3) the Estimated Company Debt.

• Not less than ten (10) Business Days prior to the Closing Date, the Company will deliver to Parent a written statement, signed by its chief financial officer, that (i) sets forth its estimate of the Estimated Company Cash Amount, and (ii) includes a schedule showing in reasonable detail the computation of the Estimated Company Cash Amount, in sufficient detail for Parent to analyze the estimate (the “Closing Statement”).

• If the Estimated Company Cash exceeds the Final Company Cash, then the Purchase Price will be decreased on a dollar-for-dollar basis by an amount equal to the entire amount of such difference.

• If the Final Company Cash exceeds the Estimated Company Cash, then the Purchase Price will be increased on a dollar-for-dollar basis by an amount equal to the entire amount of such difference.

More Definitions of Estimated Company Cash

Estimated Company Cash has the meaning set forth in Section 1.6(a)

Estimated Company Cash means the amount of Company Cash used for purposes of calculating the Base Purchase Price at Closing in accordance with Section 2.10(b).

Estimated Company Cash shall have the meaning set forth in Section 1.4(a)(i) hereof.

Estimated Company Cash has the meaning given such term in Section 2.5(a).

Estimated Company Cash is defined in Section 2.2(a).

Estimated Company Cash means the Company’s good faith estimate of Company Cash, as set forth on the Closing Certificate.

Estimated Company Cash means the Sellers’ good faith estimate of the Closing Company Cash, as set forth on the Estimated Closing Statement. “Estimated Company Indebtedness” means the Sellers’ good faith estimate of the Closing Company Indebtedness, as set forth on the Estimated Closing Statement. “Estimated Net Working Capital” means the Sellers’ good faith estimate of the Net Working Capital, as set forth on the Estimated Closing Statement. “Estimated Net Working Capital Excess” means the amount by which (if any) the Estimated Net Working Capital, as set forth in the Estimated Closing Statement, is greater than the Target Net Working Capital. “Estimated Net Working Capital Shortfall” means the absolute value of the amount by which (if any) the Estimated Net Working Capital, as set forth in the Estimated Closing Statement, is less than the Target Net Working Capital. “Estimated Purchase Price” has the meaning set forth in Section 2.4(a) “Estimated Transaction Expenses” means the Sellers’ good faith estimate of the Closing Transaction Expenses, as set forth on the Estimated Closing Statement. “Exchange Agent” means Computershare Limited.