Net Cash Adjustment definition

Net Cash Adjustment means the amount equal to (i) the total consolidated cash and cash equivalents of the Company and its Subsidiaries on the Closing Date minus (ii) the total Sale Bonuses to be paid at Closing pursuant to Section 1.3(b) and minus (iii) outstanding checks or other forms of payment not yet cleared through the bank accounts of Company or any of its Subsidiaries as of Closing. The Net Cash Adjustment may be a positive or negative amount. If the Net Cash Adjustment is a positive amount, it will be treated as a current asset for purposes of the calculation of the Closing Working Capital. If the Net Cash Adjustment is a negative amount, it will be treated as a current liability for purposes of the calculation of the Closing Working Capital.

Net Cash Adjustment means an amount equal to the Final Closing Cash minus the Final Closing Indebtedness, which amount can be either a positive or negative number; and

Net Cash Adjustment means two-million five-hundred thousand dollars ($2,500,000), plus the Net Cash Deficit, minus the Net Cash Surplus.

Examples of Net Cash Adjustment in a sentence

• Subject to Section 2.14(e)(iv), if the Closing Statement shows that there is a positive Signing Date Net Cash Adjustment, then Parent shall, within five (5) Business Days after the determination of the Closing Statement, pay to the Escrow Agent an amount equal to the Signing Date Net Cash Adjustment Amount in immediately available funds and the Escrow Agent shall release such funds to the Company Equityholders on a pro rata basis.

• Honeywell shall in good faith consider the objections, if any, of Purchaser to the Estimated Closing Statement and, if Honeywell determines, in its reasonable discretion, that changes to the Estimated Closing Statement are appropriate, Honeywell shall re-issue an Estimated Closing Statement containing the Estimated Net Cash Adjustment no later than one Business Day prior to the Closing Date.

• Any such payments required by this Section 3.01(b)(ii) (as the same may be adjusted pursuant to the procedures set forth in Section 3.01(b)(iii)) is herein referred to as the "Sellers' Net Cash Adjustment," in the case of a payment due to the Sellers, and the "Purchaser Net Cash Adjustment," in the case of a payment due to Purchaser.

• For the avoidance of doubt, it is expressly agreed that no objection may be raised and no adjustment may be proposed to any entry or item contained in the Closing Statement except on grounds that such item or entry has not been calculated in accordance with the provisions of this Agreement and the definition of Closing Date Adjusted Purchase Price, including the Net Cash Adjustment, determined in accordance with the definitions set forth herein.

• Alternatively, the manager may decide that your grievance has not been upheld because the issues you raised cannot be supported.

More Definitions of Net Cash Adjustment

Net Cash Adjustment means the difference (if any) between Net Cash and Estimated Net Cash;

Net Cash Adjustment which may be positive or negative, means, as of the applicable date, an amount equal to all Cash, in accordance with the Accounting Principles, of the Devices & Services Business at Closing, minus all Indebtedness in accordance with the Accounting Principles and Exhibit H, of the Devices & Services Business at Closing; provided, however, that any Unreinvested Proceeds at the Closing Date shall not be deemed to be Cash for purposes of this definition; provided, further, that the parties agree to take the actions set forth on Exhibit H.

Net Cash Adjustment has the meaning set forth in Section 5.6(b).

Net Cash Adjustment means (i) the sum of (A) the Closing Cash Balance for New Kofile, (B) the Closing Cash Balance for New Spectrum and (C) the Closing Cash Balance for Kofile GmbH, less (ii) $200,000.

Net Cash Adjustment is defined in Section 1.7(b).

Net Cash Adjustment means (i) if the Aggregate Company Consideration is to be paid entirely in Parent Shares, a number of Parent Shares equal to the quotient of the Net Cash Deficit divided by $24.00 and (ii) if any portion of the Aggregate Company Consideration is to be paid in cash, (a) a number of Parent Shares equal to the product of (1) the Share Percentage multiplied by (2) the quotient of the Net Cash Deficit divided by $24.00, plus (b) an amount in cash equal to the product of the Cash Percentage multiplied by the Net Cash Deficit.

Net Cash Adjustment which may be positive or negative, means, as of the applicable date, an amount equal to all Cash, in accordance with the Accounting Principles, of the Devices & Services Business at Closing, minus all Indebtedness in accordance with the Accounting Principles and Exhibit H, of the Devices & Services Business at Closing; provided, however, that any Unreinvested Proceeds at the Closing Date shall not be deemed to be Cash for purposes of this definition; provided, further, that the parties agree to take the actions set forth on Exhibit H. “Net Working Capital” which may be positive or negative, means, with respect to the Devices & Services Business, as of the applicable date, without duplication, the Total Operative Net Working Capital as specified in Section 1.1(b) of the Seller Disclosure Letter, subject to and in accordance with the Accounting Principles. A historical itemized chart of Net Working Capital is set forth on Exhibit R.