Proposed Cash Amount definition

Proposed Cash Amount has the meaning set forth in Section 2.4(e).
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Proposed Cash Amount. Section 2.02(a)(ii) “Proposed Capital Leases Amount” Section 2.02(a)(ii) “Proposed Closing Balance Sheet” Section 2.02(a) “Purchaser” Heading Paragraph
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Proposed Cash Amount has the meaning set forth in Section 2.04(c).
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Examples of Proposed Cash Amount in a sentence

  • If Seller and Buyer do not resolve any dispute arising in connection with or relating to the Proposed Balance Sheet, Proposed Net Working Capital, or Proposed Cash Amount within thirty (30) days after the date of delivery of the Objection Notice, which 30-day period may be extended by written agreement of Seller and Buyer (such period, as it may be extended, the “Initial Resolution Period”), such dispute shall be resolved in accordance with the procedures set forth in Section 2.04(d).

  • The Objection Notice shall specify each item Seller objects to in Purchaser’s calculations of Stockholder Equity, the Proposed Cash Amount and/or the Proposed Capital Leases Amount, together with a calculation of each disputed amount and reasonable documentation in support thereof.

  • If Ireka declares, makes and/or pays a dividend or undertakes a distribution of any other nature whatsoever, (collectively, “Distribution”) between the date of the Offer Letter and the date of completion of the Proposed SCR, the Proposed Cash Amount shall be reduced by an amount equivalent to the net Distribution made per Ireka Share.

  • The Proposed Balance Sheet, Proposed Net Working Capital, and Proposed Cash Amount shall be deemed to be accepted by Seller, and shall become final and binding on the parties hereto on the earlier of (x) the expiration of the Objection Period without delivery to Buyer of an Objection Notice or (y) the date on which all objections provided for in a timely delivered Objection Notice have been resolved by the parties or the Reviewing Party.

  • For illustration, the Proposed Cash Amount of RM1.30 is at a premium of approximately 16% and 18% over the five (5)-day and three (3)-months VWAP of ATIS Shares up to and including 3 August 2011.

  • At the Entitlement Date, the Entitled Shareholders will receive a capital repayment of a proposed cash amount of RM1.50 in consideration for each ordinary share of RM1.00 each in NRGB ("NRGB Share(s)") held pursuant to the Proposed SCR ("Proposed Cash Amount").

  • This concern appears justified, given the comments made by some other ambulance service personnel regarding the perceived difficulty of getting ECPs ‘out the door’ and attending cases (see above).

  • The consideration for the Proposed SCR will be satisfied entirely by the Proposed Cash Amount of RM0.90 per Ireka Share.

  • Ireka will be granted an unsecured advance from Olymvest to pay the aggregate of the Proposed Cash Amount.

  • There should never be any doubt left as to where something happened or is expected to happen.

Related to Proposed Cash Amount

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

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

  • Daily Cash Amount means, with respect to any VWAP Trading Day, the lesser of (A) the applicable Daily Maximum Cash Amount; and (B) the Daily Conversion Value for such VWAP Trading Day.

  • 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.

  • Unrestricted Cash Amount means, as to any Person on any date of determination, the amount of (a) unrestricted Cash and Cash Equivalents of such Person whether or not held in an account pledged to the Collateral Agent and (b) Cash and Cash Equivalents of such Person restricted in favor of the Facilities (which may also include Cash and Cash Equivalents securing other Indebtedness secured by a Lien on any Collateral along with the Facilities), in each case as determined in accordance with GAAP; it being understood and agreed that proceeds subject to Escrow shall be deemed to constitute “restricted cash” for purposes of the Unrestricted Cash Amount.

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

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

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

  • Debt Amount means all accrued and unpaid interest and any “make whole” payments or breakage fees (less any breakage benefits) which Project Co is obligated to pay to Lender pursuant to the Lending Agreements, together with the outstanding principal amount of debt funded under the Lending Agreements.

  • Company Value means the actual value of the Company as a going concern based on the difference between (a) the actual value of all of its assets as determined in good faith by the Board, including a majority of the Independent Directors, and (b) all of its liabilities as set forth on its balance sheet for the period ended immediately prior to the determination date, provided that (i) if the Company Value is being determined in connection with a Change of Control that establishes the Company’s net worth, then the Company Value shall be the net worth established thereby and (ii) if the Company Value is being determined in connection with a Listing, then the Company Value shall be equal to the number of outstanding Common Shares multiplied by the Closing Price of a single Common Share averaged over a period of 30 trading days during which the Shares are listed or quoted for trading after the date of Listing. For purposes hereof, a “trading day” shall be any day on which the NYSE is open for trading, whether or not the Common Shares are then listed on the NYSE and whether or not there is an actual trade of Common Shares on any such day. If the holder of Convertible Shares disagrees as to the Company Value as determined by the Board, then each of the holder of Convertible Shares and the Company shall name one appraiser and the two named appraisers shall promptly agree in good faith to the appointment of one other appraiser whose determination of the Company Value shall be final and binding on the parties as to the Company Value. The cost of such appraisal shall be split evenly between the Company and the Advisor.

  • 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:

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

  • Daily Maximum Cash Amount means, with respect to the conversion of any Note, the quotient obtained by dividing (A) the Specified Dollar Amount applicable to such conversion by (B) forty (40).

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • L/C Amount means the sum of (i) the aggregate face amount of any issued and outstanding Letters of Credit and (ii) the unpaid amount of the Obligation of Reimbursement.

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

  • Target Working Capital Amount means $75,000,000.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • 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.

  • Working Capital Adjustment Amount means an amount, which may be positive or negative, calculated in accordance with Schedule C, equal to the difference of (a) the Closing Date Adjusted Working Capital minus (b) the Preliminary Adjusted Working Capital.

  • Target Net Working Capital Amount means $5,000,000.

  • Available Excluded Contribution Amount means the aggregate amount of Cash or Cash Equivalents or the fair market value of other assets (as reasonably determined by the Borrower, but excluding any Cure Amount and any Contribution Indebtedness Amount) received (or deemed to be received) by the Borrower or any of its Restricted Subsidiaries after the Closing Date from:

  • M&O Amount means the revenue protection payment required as part of this Agreement as set out in TEXAS EDUCATION CODE Section 48.256(d) and shall have the meaning assigned to such term in Section 4.2 of this Agreement.

  • SPS AER Value means the Underlying Reference Value.

  • Working Capital Target means $0.