Final Net Cash definition

Final Net Cash has the meaning set forth in Section 2.4(b).

Final Net Cash means the Closing Working Capital and Closing Net Cash, in each case, as set forth in the Final Closing Statement.

Final Net Cash means the Net Cash, as reflected in the Closing Certificate and on the Closing Balance Sheet prepared in accordance with Sections 2.13(d) and 2.13(e).

Examples of Final Net Cash in a sentence

• The Final Net Cash shall have been determined in accordance with Section 1.11 to be greater than or equal to $100,000,000.

• The determination of the amount of Meadow’s Net Cash made by the Accounting Firm shall be made in writing delivered to each of Iris and Meadow, shall be final and binding on Iris and Meadow and shall be deemed to have been finally determined for purposes of this Agreement and to represent the Meadow Final Net Cash for purposes of this Agreement, absent fraud or manifest error.

• The Meadow Final Net Cash shall have been determined in accordance with Section 2.5 to be greater than or equal to the Meadow Minimum Net Cash.

• If this Section 2.6(e) applies as to the determination of the Iris Final Net Cash, upon resolution of the matter in accordance with this Section 2.6(e), the Parties shall not be required to determine the Net Cash again even though the Closing Date may occur later than the Anticipated Closing Date, except that either Party may require a re-determination of Iris Final Net Cash if the Closing Date is more than ten calendar days after the Anticipated Closing Date.

• If this Section 2.5(e) applies as to the determination of the Meadow Final Net Cash, upon resolution of the matter in accordance with this Section 2.5(e), the Parties shall not be required to determine the Net Cash again even though the Closing Date may occur later than the Anticipated Closing Date, except that either Party may require a re-determination of Meadow Final Net Cash if the Closing Date is more than ten calendar days after the Anticipated Closing Date.

More Definitions of Final Net Cash

Final Net Cash is defined in Section 2.5(g).

Final Net Cash means (1) if no notice of Disputed Items with respect to the Net Cash is delivered by Seller Parent to Purchaser within the Review Period, the Net Cash as shown in the Proposed Closing Statement as prepared by Purchaser, or (2) if such a notice of Disputed Items with respect to the Net Cash is delivered by Seller Parent, either (x) the Net Cash as agreed to in writing by Seller Parent and Purchaser, or (y) the Net Cash as shown in the Independent Accountant’s calculation delivered pursuant to this Section 2.10(d). Seller Parent and Purchaser acknowledge that they have discussed their past contacts, if any, with the Independent Accountant, and that neither Party shall have the right to object to the Independent Accountant’s service in such role by reason of disclosed past contacts and conflicts of interest. If, before the Independent Accountant renders its determination with respect to the Disputed Items in accordance with this Section 2.10(d), (I) Seller Parent notifies Purchaser of its agreement with any items in the Proposed Closing Statement or (II) Purchaser notifies Seller Parent of its agreement with any Disputed Items, then in each case such items as so agreed will be conclusive and binding on the Parties immediately upon such notice.

Final Net Cash means the Company Net Cash as finally determined pursuant to Section 1.6(b), Section 1.6(d) and/or Section 1.6(e), as the case may be.

Final Net Cash means the Net Cash as of the Closing, as reflected in the Closing Certificate and on the Closing Balance Sheet prepared in accordance with Sections 2.8(d) and 2.8(e).

Final Net Cash means the amount of Net Cash of all the Company and the Company’s Subsidiaries (on a consolidated basis), to be calculated as of the last day of the month immediately prior to the Relevant Date, using the Net Cash Calculation Methodology.

Final Net Cash. Debt Amount” 2.05(d)(i) “Final Reference Statement” 2.05(d)

Final Net Cash mean the Parties’ agreement on, or the determination of, the Net Cash as provided for in Section 2.5.