Net Other Assets definition

Net Other Assets means the excess of Certain Other Assets over Certain Other Liabilities (as such terms are hereinafter defined).
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Net Other Assets means, as of the date of determination, that positive or negative amount equal to the difference between the fair market value of the Company's total assets, other than any Capital Trust Shares, and the sum of (i) the Company's total liabilities, other than Convertible Notes or Convertible Notes Redemption Debt, and (ii) the amount of a reasonable reserve determined by the Managing Members.
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Net Other Assets means cash plus any billed and collectable receivables, plus prepaid expenses, less all accrued expenses, accounts payable, security deposits and prepaid rents, in each case as of the Closing Date. If the Net Other Assets amount is positive, Purchaser shall promptly pay 12% of such amount as a post-closing adjustment to the Purchase Price and its capital contributions to the Company shall be amended to reflect that additional contribution. If the Net Other Assets amount is negative, then (x) the Company shall promptly refund 12% of such shortfall in cash to Purchaser as a post-closing adjustment to the Purchase Price and its capital contributions to the Company shall be amended to reflect such reduction and (y) Parent shall promptly pay and contribute 12% of such shortfall in cash to the Company. In addition to any other remedies available at law or hereunder, (i) if the Parent fails to pay any post-closing amounts due hereunder, any distributions that would otherwise have been paid to Parent under the terms of the Company’s operating agreement shall be retained by the Company up to the amount of the shortfall and (ii) if the Purchaser fails to pay any post-closing adjustment due hereunder, the Company shall redirect any distributions that would otherwise go to Purchaser up to the amount of the shortfall to the Parent and such amounts shall be deemed to be capital contributions to the Company by the Purchaser.
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Examples of Net Other Assets in a sentence

  • If the Net Other Assets amount is negative, then (x) the Company shall promptly refund 12% of such shortfall in cash to Purchaser as a post-closing adjustment to the Purchase Price and its capital contributions to the Company shall be amended to reflect such reduction and (y) Parent shall promptly pay and contribute 12% of such shortfall in cash to the Company.

  • Buyer Net Working Capital and Net Other Assets and Liabilities...

  • At the Closing, Purchaser shall deliver the Purchase Price without adjustment for Net Other Assets to the Company by wire transfer of immediately available funds.

  • Seller shall retain the net cash proceeds from the sale of the Manhattan Towers Properties (except to the extent such proceeds must be distributed to shareholders to prevent Seller from having to pay federal income tax) and the Lend Lease Properties, and the Net Other Assets amounts for the deposit required under clause (ii) above, and shall include those net cash proceeds in the deposit made pursuant to clause (ii).

  • If the aggregate amount of the Net Other Assets of Eleven Penn as of the close of business on the day preceding the Closing Date is less than $0, then, Operating Partnership may terminate this Agreement by notice to the Contributors.

  • If the sum of (i) the aggregate amount of the Net Other Assets of the Company as of the close of business on the day preceding the Closing Date, plus (ii) the amount distributed pursuant to the first sentence of Section 2(e) hereof, plus (iii) 7% of the Cash Amount (as defined in Section 2(e) hereof) is less than $9,250,000, Operating Partnership may terminate this Agreement by notice to Contributors.

  • The amount of Net Other Assets held by Seller immediately prior to the Effective Time shall not be less than $17,702,000.

  • Buyer Indemnified Parties 10.01 Buyer Net Working Capital and Net Other Assets and Liabilities 2.09(d) CellStar Employer Payment Obligations 9.02(t) CellStar, Ltd.

  • If the aggregate amount of the Net Other Assets of 330 Madison as of the close of business on the day preceding the Closing Date is less than $6,040,000, then, notwithstanding the provisions of Section 2(e) hereof, the Contributors shall cause the Partnership to have cash at Closing in an amount equal to 24.75% of the amount by which the Net Other Assets are less than $6,040,000.

  • If the Net Other Assets amount is positive, Purchaser shall promptly pay 12% of such amount as a post-closing adjustment to the Purchase Price and its capital contributions to the Company shall be amended to reflect that additional contribution.


More Definitions of Net Other Assets

Net Other Assets are defined as Golden Trust’s Total Current Assets less total Liabilities as set forth in the Closing Acquisition Balance Sheet, as hereinafter defined, up to a maximum of RMB 6,000,000 (approximately US $1,000,000). The “Closing Acquisition Balance Sheet is defined as Golden Trust’s balance sheet as of the end of the month prior to the Closing Date. If the Net other assets of Golden Trust as set forth in the Closing Acquisition Balance Sheet exceed RMB 6,000,000, Golden Trust shall distribute to its shareholders Current Assets in an amount equal to such excess. The Parties shall agree on the specific assets that Golden Trust may distribute under this section. Also, if any of Golden Trust’s Current Assets included on the Closing Acquisition Balance Sheet are impaired, uncollected or written off within one year of the Closing Date, the Purchase Price shall be reduced by 72.5% of such reduction and Party B shall return to CDII a number of its shares of common stock equal to such amount based on the exchange rate and stock price for the CDII common stock set forth below. The following is an example of how the purchase Price may be computed assuming Net Other Assets equals RMB 6,000,000: Gross Amount (RMB) Net Amount (RMB) Base Price (including Appraisal Value and the Spare Parts Value) 75,000,000 54,375,000 Target Company Net Other Assets 6,000,000 4,350,000 Total Estimated Purchase Price 81,000,000 58,725,000 The Purchase Price is payable as set forth in Section 4.2 below. In this Contract, the exchange rate shall be equal to the U.S. dollar to Renminbi exchange rates authorized by the China Foreign Exchange Trading Center and published by the People’s Bank of China on the day prior to the date this Contract is signed (on August 29, 2011, the exchange rate is 6.3883). The CDII stock price for purposes of computing the number of shares of CDII common stock to be issued as partial payment for the Purchase Price shall be the average closing price ($0.946) of CDII’s common stock on the Nasdaq Stock Market during the 10 trading days from August 15, 2011 to August 26, 2011.
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Net Other Assets means Trizec Canada’s assets and liabilities other than its interest in Trizec Properties, which consist primarily of cash and marketable securities;
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Related to Net Other Assets

  • Other Assets means any assets (or interests therein) (other than the Trust Estate) conveyed or purported to be conveyed by the Seller to another Person or Persons other than the Issuer, whether by way of a sale, capital contribution or by virtue of the granting of a lien.

  • Operating Assets means all merchandise inventories, furniture, fixtures and equipment (including all transportation and warehousing equipment but excluding office equipment and data processing equipment) owned or leased pursuant to Capital Leases by the Company or a Restricted Subsidiary.

  • Independent Assets or Operations means, with respect to any such parent company, that such parent company’s total assets, revenues, income from continuing operations before income taxes and cash flows from operating activities (excluding in each case amounts related to its investment in the Issuer and the Restricted Subsidiaries), determined in accordance with GAAP and as shown on the most recent balance sheet of such parent company, is more than 3.0% of such parent company’s corresponding consolidated amount.

  • Other Properties shall have the meaning set forth in Section 9.1.

  • Parent Assets means all Assets of either Party or the members of its Group as of the Effective Time, other than the SpinCo Assets, it being understood that, notwithstanding anything herein to the contrary, the Parent Assets shall include: