Holdback Cash Amount definition

Holdback Cash Amount means an amount of cash equal to $3,150,000.
Sample 1Sample 2
Holdback Cash Amount means Fifty-Five Thousand and 00/100 Dollars ($55,000.00).
Sample 1Sample 2
Holdback Cash Amount means the aggregate amount of the Holder Cash Consideration (as defined in the Holdback Agreement) under all of the Holdback Agreements.
Sample 1

Examples of Holdback Cash Amount in a sentence

  • Any recovery by the Seller Representative from the Holdback Amount shall be first from the Holdback Cash Amount and then, if the Holdback Cash Amount is less than the amount sought to be recovered, shall be from the Holdback Stock Amount.

  • At the Closing, Buyer shall pay to the Sellers an aggregate amount of cash equal to (x) the Cash Consideration, (y) minus the Holdback Cash Amount (which shall be held back by Buyer in accordance with Section 1.3 hereof), and (z) minus the Seller Representative Reserve (which shall be funded to the Seller Representative in accordance with Section 1.4 hereof).

  • The Holdback Cash Amount and Holdback Stock Amount shall be retained by Buyer and released to Seller, as applicable, pursuant to the terms and subject to the conditions of this Agreement.

  • Any amounts permitted to be retained from the Holdback Amount by the Buyer Indemnitees in accordance with the terms hereof shall be retained 79% from the Holdback Cash Amount and 21% from the Holdback Stock Amount.

  • At the Closing, the Surviving Entity shall be entitled to retain the Indemnity Holdback Cash Amount and use such amount exclusively for the purposes of satisfying indemnity claims pursuant to and subject to the terms and conditions of this Section 7.10.

Related to Holdback Cash Amount

  • Holdback Amount has the meaning set forth in Section 2.1(c).

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

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

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

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

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

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Escrow Cash is defined in Section 4.1(a).

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Indemnity Escrow Amount means $3,000,000.

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

  • 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:

  • Earnout Amount has the meaning provided in Section 2.9(b).

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

  • Cash Payment has the meaning set forth in Section 2.02(a).

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.

  • Cash Portion is defined in Section 2.2(a)(iii) hereof.

  • Working Capital Escrow Amount means $2,000,000.

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Company or a Restricted Subsidiary 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, executed by the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Earnout Consideration has the meaning specified in Section 2.05(a).