Gross Cash Consideration definition

Gross Cash Consideration means $335,000,000.
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Gross Cash Consideration means an amount in cash equal to $70,125,000.
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Gross Cash Consideration means $1,126,000 in cash; provided, however, that the parties hereto agree that the Gross Cash Consideration shall be reduced dollar for dollar in the event of the occurrence of certain circumstances set forth on Schedule A hereto. Any reduction made pursuant to this definition of Cash Consideration shall be treated as an adjustment to the purchase price by the parties for Tax purposes, unless otherwise required by Law.
Sample 1

Examples of Gross Cash Consideration in a sentence

  • Purchaser currently has sufficient cash, available lines of credit or other sources of immediately available funds to enable Purchaser and Merger Sub to complete the Merger including, without limitation, to pay the Gross Cash Consideration.

  • At the same time, Autumn Gold will provide greater access for the UHL/ ACL artists to perform or participate in all media and entertainment events, programs and activities that Autumn Gold and eSun has interest, ownership or control, thus creating more opportunities for the artists and revenue for Autumn Gold.

  • Purchaser and the Company Shareholders agree to treat any indemnity payment made pursuant to this Article IX as an adjustment to the Gross Cash Consideration for federal, state, local and non-U.S. Tax purposes, except to the extent otherwise required by applicable Law.

  • On the Closing Date, Purchaser shall deposit with the Company a portion of the Gross Cash Consideration otherwise payable to the Securityholders in an amount sufficient to fund and pay in full the bonuses arising under the Retention Bonus Awards and the Transaction Bonus Plan.

  • Furthermore it is also a suitable approach for more qualitative research and is therefore deemed suitable for this research.

  • On the Closing Date, Purchaser shall deposit with the Company a portion of the Gross Cash Consideration otherwise payable to the Securityholders in an amount sufficient to fund and pay in full the bonusesarising under the Retention Bonus Awards and the Transaction Bonus Plan.

  • Purchaser currently has sufficient cash, available lines of credit or other sources ofimmediately available funds to enable Purchaser and Merger Sub to complete the Merger including, without limitation, to pay the Gross Cash Consideration.

  • By deleting Schedule A from the Agreement in its entirety, the parties acknowledge, understand, and agree that the Purchase Price shall no longer be reduced on a dollar-for-dollar basis by way of a reduction of the Cash Consideration (and Gross Cash Consideration) by the Excess Amount with respect to the PPP Loan.


More Definitions of Gross Cash Consideration

Gross Cash Consideration means $6,928,000,000.
Sample 1

Related to Gross Cash Consideration

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Non-Cash Consideration means consideration in a form other than cash.

  • Closing Cash Consideration has the meaning set forth in Section 2.02.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Designated Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Issuer or one of its Restricted Subsidiaries in connection with an Asset Sale that is so designated as Designated Non-cash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation, less the amount of Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Designated Noncash Consideration means the fair market value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Sale that is so designated as Designated Noncash Consideration pursuant to an Officers' Certificate, setting forth the basis of such valuation, executed by the principal executive officer and the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a sale of such Designated Noncash Consideration.

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:

  • Total Consideration shall have the meaning as set forth in Section 2.8.

  • Merger Consideration has the meaning set forth in Section 3.1(a).

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Borrower or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Borrower or any of its Subsidiaries.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Base Consideration is defined in Section 2.2.

  • Cash Merger Consideration has the meaning set forth in Section 2.2(a).

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Initial Consideration shall have the meaning set forth in Section 5.01.

  • Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

  • Cash Amount means an amount of cash per Partnership Unit equal to the value of one share of Common Stock as determined under the applicable Exchange Rights Agreement on the Valuation Date of the Common Stock Amount.