Second Closing Cash Consideration definition

Second Closing Cash Consideration means an amount, in cash, equal to (x) the number of Second Closing Preferred Shares multiplied by (y) the Per Share Price.
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Second Closing Cash Consideration has the meaning set forth in Section 2.02(b)(i).
Sample 1
Second Closing Cash Consideration has the meaning set forth in Section 2.02(b)(i). “Second Closing Date” has the meaning set forth in Section 2.07.
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Examples of Second Closing Cash Consideration in a sentence

  • At the Second Closing, upon the payment of the Second Closing Cash Consideration and the issuance and delivery of the Second Acquisition Note, Timeline and WorkWise shall convey to the Buyer good, valid and marketable title to the Second Acquisition Acquired Assets.

  • At the Second ----------------------------------------- Closing, in consideration for the purchase of the Second Equity Interests, Purchaser shall (i) pay to the Sellers the cash sum of $22,754,406.06 (the "Second Closing Cash Consideration") in immediately available federal funds ------------------------------------ delivered via wire transfer to the accounts of Sellers pursuant to wire transfer instructions to be delivered to Purchaser at or prior to the Second Closing.


More Definitions of Second Closing Cash Consideration

Second Closing Cash Consideration means an amount, in cash, equal to (x) the number of Second Closing Preferred Sharesmultiplied by (y) the Per Share
Sample 1

Related to Second Closing Cash Consideration

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

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

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

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

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

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

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

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Closing Merger Consideration has the meaning set forth in Section 3.2(a)(ii).

  • Earnout Consideration has the meaning specified in Section 2.05(a).

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Company or a Restricted Subsidiary 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, executed by the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

  • Closing Stock Price means the average closing price of one share of Common Stock for the twenty consecutive trading days that include and immediately precede the last day of the Performance Period.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • 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.

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

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

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Closing Payment has the meaning set forth in Section 2.2.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.