Final Closing Cash Consideration definition

Final Closing Cash Consideration has the meaning set forth in Clause 2.07(c).

Final Closing Cash Consideration means an amount equal to (a) the Closing Cash Base Amount plus (b) the amount, if any, by which Net Working Capital exceeds the Target Net Working Capital less (c) the amount, if any, by which the Target Net Working Capital exceeds Net Working Capital less (d) Company Indebtedness (other than the PPP Loan) less (e) the PPP Loan Amount less (f) Company Transaction Expenses less (g) the Holdback.

Final Closing Cash Consideration means (a) Closing Base Cash Consideration, plus (b) the Closing Cash and (c) the Working Capital Adjustment Amount (which may be a negative number), and minus (d) the Closing Indebtedness, (e) the Identified Divestiture Target Amount, and (f) the Consent Impact Amount, in the case of each of clauses (b), (c), (d) and (f), as finally determined pursuant to Section 1.05.

Examples of Final Closing Cash Consideration in a sentence

• For over twelve years, Archie had a critical role inthe siting, permitting, design and construction of the Wyoming– Jacksons Ferry, 765kV Transmission Line Project; the first 6 conductor bundle 765kV line in North America.Archie’s strong leadership skills, willingness to share his knowledge and experience, and continuous education of his staff and peers in the electric utility industry provide a strong basis for his selection as this year’s recipient.

• Such amounts shall be paid by the Stockholders no later than ten (10) Business Days following the date on which the Final Closing Cash Consideration is finally determined pursuant to Section 2.11(b) or Section 2.11(c).

• For Tax purposes, any indemnity payment under this Agreement shall be treated as an adjustment to the Final Closing Cash Consideration.

• The total consideration for the sale of the Target Shares and the intangible assets purchased pursuant to the Assignment Agreement is an amount equal to the Final Closing Cash Consideration as calculated in accordance with the terms of this Agreement (the “Purchase Price”).

• If Seller fails to deliver the Statement of Objections before the expiration of the Review Period, the Final Closing Statement and the resulting Final Closing Cash Consideration reflected in the Final Closing Statement shall be deemed to have been accepted by Seller.

More Definitions of Final Closing Cash Consideration

Final Closing Cash Consideration means Closing Cash Consideration: (1) as shown in Purchaser’s Closing Statement if no notice of disagreement with respect thereto is duly delivered in accordance with Section 2.3(e); or (2) if such a notice of disagreement is so delivered, then: (A) as agreed by Seller and Purchaser pursuant to Section 2.3(f) or (B) in the absence of such agreement, as shown in the Accounting Referee’s calculation delivered pursuant to Section 2.3(f).

Final Closing Cash Consideration means an amount equal to:

Final Closing Cash Consideration means the Closing Cash Consideration (i) as shown in Buyers’ calculation thereof set forth on the Closing Statement delivered pursuant to Clause 2.06(a), if Seller does not deliver any notice of disagreement with respect thereto pursuant to Clause 2.06(b); or (ii) if Seller does deliver such a notice of disagreement, (A) as agreed by Buyers and Seller pursuant to Clause 2.06(c) or (B) in the absence of such agreement, as determined by the Independent Accountants pursuant to Clause 2.06(c), provided that in no event shall Final Closing Cash Consideration be more than the Seller’s calculation of Closing Cash Consideration delivered pursuant to Clause 2.06(b) or less than Buyers’ calculation of Closing Cash Consideration delivered pursuant to Clause 2.06(a).

Final Closing Cash Consideration means the Closing Cash Consideration, as finally determined in accordance with this Section 2.08. The parties agree that:

Final Closing Cash Consideration means an amount equal to (a) the Closing Cash Base Amountplus (b) the amount, if any, by which Company Cash exceeds the Target Cash Amount less (c) the amount, if any, by which the Target Cash Amount exceeds Company Cash, less (d) Company Indebtedness, less (e) Company Transaction Expenses, and less (f) the Purchaser Reimbursement Expenses.

Final Closing Cash Consideration means an amount equal to (a) the Closing Cash Base Amountplus (b) the amount, if any, by which Net Working Capital exceeds the Target Net Working Capital less (c) the amount, if any, by which the Target Net Working Capital exceeds Net Working Capital less (d) Company Indebtedness less (e) Company Transaction Expenses.

Final Closing Cash Consideration means an amount equal to (a) the Closing Cash Base Amountplus (b) the amount, if any, by which Net Working Capital exceeds the Target Net Working Capital less (c) the amount, if any, by which the Target Net Working Capital exceeds Net Working Capital plus (d) Company Cash less (e) Company Indebtedness (other than any loan made pursuant to the Paycheck Protection Program and included on the Company Disclosure Schedule) less (f) Company Transaction Expenses.