Excess Working Capital. Subject to Section 1(h)(ii) below, within 10 days after the final determination of the Companies Combined Net Working Capital (as provided in Section 1(d) above), if the Companies Combined Net Working Capital exceeds Zero Dollars ($0.00), the parties shall adjust the Purchase Price by increasing the Purchase Price by an amount equal to the difference between the Companies Combined Net Working Capital and $0.00. Any such adjustment in the Purchase Price pursuant to this Section shall be paid in cash by Buyer within 10 days after determination of the Companies Combined Net Working Capital, by wire transfer of immediately available funds to a bank account designated in writing by Seller.
Excess Working Capital. In addition to the amount for the federal and state tax estimates discussed above, the Company shall have Excess Working Capital on hand as of the Closing Date sufficient to allow the Company to continue to operate in the ordinary course of business consistent with past practices without the injection of any cash from the Buyer. For purposes of this provision, Excess Working Capital is defined as cash on hand plus accounts receivable (aged 90 days or less) minus accounts payable. The sufficiency of the amount of such Excess Working Capital shall be determined by Buyer, but in no event shall it be less than One Million Five Hundred Thousand Dollars ($1,500,000.00). See Schedule 4.1(l).
Excess Working Capital. Within sixty (60) days following the Closing, and in coordination with the preparation of the Excess Working Capital calculation for WestCoast described in Section 7(e) of the Stock Purchase Agreement, the Sellers shall cause the accounting firm of Gunning, Stenson & Price (the "Accountants"), the regular outside accounting firm for WestCoast, to prepare an audited, balance sheet for the Bellevue Inn Interests, prepared as of the Effective Date in accordance with GAAP ("Closing Balance Sheet"). As part of the preparation of the audited balance sheets, the Accountants shall calculate the amount, if any, of Excess Working Capital for the Bellevue Inn Interests as of the Effective Date. ("Excess Working Capital" means the amount, if any, by which current assets for the Bellevue Inn LLC exceeds current liabilities for Bellevue Inn LLC on the Effective Date). Current assets shall be determined in accordance with GAAP and shall include, but not limited to, cash, restricted cash according to loan escrow requirements (reduced by any amounts required for replacement or FF&E reserves), health care cash, reserves for property taxes and property/casualty insurance, marketable securities, accounts receivable, inventories, prepaid expenses, and deposits. With respect to the Bellevue Inn Interests, Excess Working Capital shall be calculated for Bellevue Inn LLC and that amount shall be multiplied by the equity percentage ownership of Sellers. Current liabilities will be determined in accordance with GAAP as of the Effective Date and will include but not limited to: accounts payable, accrued expenses, accrued payroll and related taxes, accrued vacation benefits, accrued sales/room/business occupancy taxes, reserves for incurred but not reported health insurance claims, property taxes, current maturities (which are principal amounts payable within one year excluding the U.S. Bank loan for the Bellevue Inn LLC), advance deposits for future business. The Buyer and its accountants shall have the right to review the calculation of Excess Working Capital and have access to the detailed financial records utilized by the Accountants in making the determination. In the event the Buyer objects to the calculation of the Excess Working Capital in writing within thirty (30) days following delivery of the Closing Balance Sheet and Excess Working Capital calculation, the dispute shall be resolved by arbitration in accordance with Section 12. In the event the Buyer does not object to the...
Excess Working Capital. In addition to the amount for the federal and state tax estimates discussed above, the Company shall have Excess Working Capital on hand as of the Closing Date sufficient to allow the Company to continue to operate in the ordinary course of business consistent with past practices without the injection of any cash from the Buyer. For purposes of this provision, Excess Working Capital is defined as cash on hand plus accounts receivable (aged 90 days or less) minus accounts payable and minus the estimated income tax liability disclosed on Schedule 4.1(k). The sufficiency of the amount of such Excess Working Capital shall be determined by Buyer, but in no event shall it be less than Seven Million Five Hundred Thousand Dollars ($7,500,000.00). See Schedule 4.1(l).
Excess Working Capital. Borrower shall not permit Excess Working Capital (defined below), at any time, to be less than One Dollar ($1.00); where:
Excess Working Capital. On Friday of each week (or if such day is not a Business Day, the following Business Day), until the repayment in full of all Tranche B-2 Term Loan and all Obligations related thereto, (i) Borrower shall make a payment to the Working Capital Escrow Account in an amount (if a positive number) by which (i) the aggregate amount of unrestricted Cash and Cash Equivalents of the Credit Parties on such date that are free and clear of all Liens, other than Liens in favor of Administrative Agent (excluding any proceeds in the Working Capital Escrow Account, the Settlement Escrow Account and the Reinvestment Accounts) and the Liens permitted pursuant to Section 6.2(b), (c), (d), (i) and (j) exceeds (ii) the sum of (x) $15,000,000 plus (y) the anticipated working capital needs of Borrower and its Subsidiaries for the next Business Day; provided, that (i) Borrower shall not be required to make such payment at any time the proceeds in the Working Capital Escrow Account exceed the Working Capital Escrow Amount; and (ii) an Authorized Officer of Borrower shall deliver to Administrative Agent a certificate demonstrating compliance with this Section 5.21.
Excess Working Capital. The term "Excess Working Capital" shall mean the dollar amount, if any, by which the "Net Working Capital" of the Company on October 25, 1997 exceeds $8,250,000. "Net Working Capital" for this purpose shall mean the dollar amount by which the net book value of the current assets of the Company exceeds the net book value of the current liabilities of the Company (exclusive of current maturities of Excluded Debt) on the Final Closing Balance Sheet. Schedule 2.4.(a) contains a calculation of Excess Working Capital based upon the Recent Balance Sheet (as hereinafter defined). ---------------------------- (*) This number will be increased in the manner shown in Schedule 2.4.(a) by the current
Excess Working Capital. The Company shall not permit Excess Working Capital, at any time, to be less than One Dollar ($1.00).
Excess Working Capital. On Friday of each week (or, if such day is not a 90 Business Day, the following Business Day), until the earlier to occur of (a) the repayment of the New Term Loans and (b) the date on which the Borrower or any Guarantor obtains a Replacement Revolving Facility, (i) Borrower shall make a payment to the Working Capital Escrow Account in an amount (if a positive number) by which (i) the aggregate amount of unrestricted Cash and Cash Equivalents of the Credit Parties on such date that are free and clear of all Liens, other than Liens in favor of Administrative Agent (excluding any proceeds in the Working Capital Escrow Account, the Settlement Escrow Account and the Reinvestment Accounts) and the Liens permitted pursuant to Sections 6.2(b), (c), (d), (i) and (j) exceeds (ii) the sum of (x) $15,000,000, plus (y) the anticipated working capital needs of Borrower and its Subsidiaries for the next Business Day; provided, that (i) Borrower shall not be required to make such payment at any time the proceeds in the Working Capital Escrow Account exceed the Working Capital Escrow Amount; and (ii) an Authorized Officer of Borrower shall deliver to Administrative Agent a certificate demonstrating compliance with this Section 5.21.
Excess Working Capital. On Friday of each week (or if such day is not a Business Day, the preceding Business Day), until the repayment in full of all Loans and all Obligations related thereto, the Borrower shall make a payment to the B-1 Controlled Account in an amount (if a positive number) by which (i) the aggregate amount of cash and Cash Equivalents of the Credit Parties on such date (excluding any proceeds in the B-1 Controlled Account, the Generics Controlled Account and the Evamist Controlled Account) exceeds (ii) the sum of (x) $15,000,000 plus (y) the anticipated working capital needs of Borrower and its Domestic Subsidiaries for the next Business Day; provided, that an Authorized Officer of the Borrower shall deliver to Administrative Agent a certificate demonstrating compliance with this Section 5.18.
