Initial Cash Payment Amount definition

Initial Cash Payment Amount means an amount equal to (a) the Estimated Cash Purchase Price, minus (b) the Escrow Amount.
Initial Cash Payment Amount has the meaning set forth in Section 2.03(b);
Initial Cash Payment Amount means the excess of the Aggregate Purchase Price over the Second Cash Payment Amount, and “Second Cash Payment Amount” means USD1,450,000,000;

Examples of Initial Cash Payment Amount in a sentence

  • The Company shall have received (i) the Initial Cash Payment Amount by wire transfer of immediately available funds, and (ii) the Purchaser Note, in each case, in accordance with the provisions of Section 3.01 hereof.

  • Assuming the receipt of all of the Company Required Consents prior to the Closing, upon delivery to the Purchaser at the Closing by the Company’s Subsidiaries of the agreements, documents and instruments set forth in Section 4.03(d) and upon the Company’s receipt of the Initial Cash Payment Amount in accordance with Article III of this Agreement, good title to the Subsidiary Assets will pass to the Purchaser, free and clear of any Liens, except for Permitted Liens.

  • Simultaneously with the delivery of the Estimated Balance Sheet to the Company, the Purchaser shall prepare and deliver to the Company a statement setting forth the calculation of the Estimated Cash Purchase Price and the Initial Cash Payment Amount using the Estimated Company Debt Amount and the Estimated Net Current Assets shown on the Estimated Balance Sheet and the Escrow Amount.

  • The Company shall have received the Initial Cash Payment Amount by wire transfer of immediately available funds in accordance with the provisions of Section 3.01 hereof.

  • Assuming the receipt of all of the Company Required Consents prior to the Closing, upon delivery to the Purchaser at the Closing by the Company of the agreements, documents and instruments set forth in Section 4.03(d) and upon the Company’s receipt of the Initial Cash Payment Amount in accordance with Article III of this Agreement, good title to the Purchased Assets will pass to the Purchaser, free and clear of any Liens, except for Permitted Liens.

  • Sellers shall instruct the banks maintaining Sellers' Bank Account, and the Parties shall jointly instruct the Escrow Agent (defined in Section 4.3.1), to confirm immediately upon receipt (final credit to Sellers' Bank Account and final credit to the Escrow Account - endgultige Gutschrift) of payment of sums equal to the Initial Cash Payment Amount and the Escrow Amount, respectively, such receipt to be made by telefax and to be addressed to all Parties (the "PAYMENT CONFIRMATIONS").

  • The parties acknowledge that on or prior to the date hereof, the Purchaser has paid to the Company a portion of the Initial Cash Payment Amount in the amount of $4,000,000.

  • The closing of the Offshore Investment (the “Closing”) shall take place at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇, ICBC Tower, 3 Garden Road, Central, Hong Kong, on the latest of the Onshore New Share Registration Date, the date on which the Company has received the Initial Cash Payment Amount, and the date on which the SBLC has been delivered, or on such other date and time as may be mutually agreed in writing by the Parties.


More Definitions of Initial Cash Payment Amount

Initial Cash Payment Amount has the meaning given to such term in Section 3.1(a).
Initial Cash Payment Amount means, with respect to each Selling Shareholder, an amount in cash equal to (a) the amount set forth across from such Selling Shareholder’s name on Annex A under the column labeled “Initial Cash Allocation”, minus (b) such Selling Shareholder’s Pro Rata Share of the Debt Payoff Amounts to be made at the Initial Closing, minus (c) such Selling Shareholder’s Deferred Cash Payment Amount, if any, plus or minus, as applicable, (d) such Selling Shareholder’s Pro Rata Share of the Initial Working Capital Adjustment.
Initial Cash Payment Amount shall have the meaning as defined in Section 4.1.4.1 INSURANCE POLICIES shall have the meaning as defined in Section 7.14 KEY EMPLOYEES shall have the meaning as defined in Section 7.11.2 KEY PERSONNEL CONTRACTS shall have the meaning as defined in Section 7.11.2 LEGAL ENTITY shall have the meaning as defined in Section 1 LSC shall have the meaning as defined in Section 1 MANAGEMENT ACCOUNTS shall have the meaning as defined in Section 4.1.3.1 MANAGERS shall have the meaning as defined in the Preamble MATERIAL AGREEMENTS shall have the meaning as defined in Section 7.10.1 MATERIAL CUSTOMERS shall have the meaning as defined in Section 7.20 MAY GROUP shall have the meaning as defined in Section 13.2 NOTES shall have the meaning as defined in Section 4.1.4.1 OWNED REAL ESTATE shall have the meaning as defined in Section 7.7.1 PARTIES shall have the meaning as defined in the Caption PARTIES FINANCIAL STATEMENTS shall have the meaning as defined in Section 5.1.4 PAYMENT CONFIRMATIONS shall have the meaning as defined in Section 4.1.6 PERMITS shall have the meaning as defined in Section 7.12.1