Initial Closing Cash Consideration definition

Initial Closing Cash Consideration has the meaning set forth in Section 2.2(a).
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Initial Closing Cash Consideration means (a) the Cash Amount minus (b) the Allocated Cash Value of all Retained Assets minus (c) the Estimated Interim Period Management Fees with respect to the Assets (other than the Retained Assets).
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Initial Closing Cash Consideration has the meaning given in Clause 4.1(a);
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Examples of Initial Closing Cash Consideration in a sentence

  • For the avoidance of doubt, in the event that Purchaser provides funding to Seller or its Affiliates pursuant to this Section 10.20, the Parties expressly acknowledge and agree that such funding amount shall not be deemed to be Closing Indebtedness or a liability for the purposes of determining Net Working Capital, nor shall it otherwise be taken into consideration in connection with the calculation of the Initial Closing Cash Consideration or the Change-in-Control Closing Consideration Amount.

  • The Closing will be deemed to be effective as of 12:01 a.m. Eastern Standard Time on the Initial Closing Date for income Tax and accounting purposes (except as contemplated by the component definitions of Initial Closing Cash Consideration).


More Definitions of Initial Closing Cash Consideration

Initial Closing Cash Consideration means Four Million Dollars ($4,000,000).
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Related to Initial Closing Cash Consideration

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

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

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

  • 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.