Minimum Net Working Capital. For each of the “fiscal months” listed in the table below, Net Working Capital shall not be less than the amount set forth opposite each such month in the table: April 2003 $ (7,800,000 ) May, June and July 2003 (8,200,000 ) August 2003 (8,400,000 ) September and October 2003 (8,200,000 ) November 2003 (8,000,000 ) December 2003 and January 2004 (7,700,000 ) February 2004 (7,600,000 ) March and April 2004 (7,300,000 ) May 2004 (7,200,000 ) June, July and August 2004 (7,000,000 ) September 2004 and thereafter (6,800,000 )
Minimum Net Working Capital. (a) No later than three (3) business days prior to the Closing Date, Seller shall deliver to Purchaser a good faith estimate of the Net Working Capital of the Business (the “Estimated Net Working Capital”) substantially in the form of Exhibit C and reasonably acceptable to Purchaser, quantifying the items specified on such exhibit (and any other items relevant under GAAP for a determination of Net Working Capital) for each of the Purchased Entities (giving effect to the Pre-Closing Transactions) as of the Closing Date, and for the Business taken as a whole, prepared in accordance with GAAP applied consistently with the Balance Sheet furnished pursuant to Section 3.8 (provided that, to the extent that the Balance Sheet was not in accordance with GAAP, GAAP shall apply), and including a computation in accordance with such data of the Estimated Net Working Capital. If Estimated Net Working Capital is less than, Four Million Three Hundred and Fifty Thousand United States Dollars (US $4,350,000) (such adjustment referred to as the “Closing Adjustment”), the Cash Payment shall be reduced by such difference. In no event shall the Closing Adjustment result in an increase in the Cash Payment or the Closing Cash Payment (as defined in the next sentence). For purposes of this Agreement, the Cash Payment adjusted by the Closing Adjustment is referred to as the “Closing Cash Payment”.
(b) No later than seven (7) business days after the Closing Date, Seller shall deliver to Purchaser a statement of the Net Working Capital of the Business (the “Closing Date Statement”) substantially in the form of Exhibit C, quantifying the items specified on such exhibit (and any other items relevant under GAAP for a determination of Net Working Capital) for each of the Purchased Entities as of the Closing Date, and for the Business taken as a whole, prepared in accordance with GAAP applied consistently with the Balance Sheet furnished pursuant to Section 3.8 (provided that, to the extent that the Balance Sheet was not in accordance with GAAP, GAAP shall apply), and including a computation in accordance with such data of the Net Working Capital. If Seller does not deliver the Closing Date Statement to Purchaser within such seven (7) business day period, the Estimated Net Working Capital shall be deemed to be the final Net Working Capital for the purposes of determining the Closing Adjustment and the Final Cash Payment, subject to any Purchaser objection thereto pursuant to the further r...
Minimum Net Working Capital. The Company shall maintain minimum at all times and measured as of the end of each Fiscal Quarter a ratio of Current Assets less Current Liabilities of not less than $35,000,000.
Minimum Net Working Capital. (1) have at the end of each fiscal quarter, other than fiscal year end, an excess of current assets over current liabilities (both as determined in accordance with GAAP consistently applied) of not less than $15,000,000.00 and (2) have at then end of each fiscal year, an excess of current assets over current liabilities (both as determined in accordance with GAAP consistently applied) of not less than $35,000,000.00.
Minimum Net Working Capital. Permit Texadian’s consolidated Net Working Capital (as calculated on an Economic Basis) at any time (i) to be less than $10,000,000 if, as of such date of determination, the Elected Facility Amount is equal to $30,000,000, and (ii) to be less than $15,000,000 if, as of such date of determination, the Elected Facility Amount is equal to $50,000,000.
Minimum Net Working Capital. The Company will maintain Net Working Capital at all times during each period specified below (measured as of the last day of each monthly fiscal accounting period) in an amount not less than the amount specified below for each period:
(a) during Fiscal Year 1998, $50,000,000;
(b) during Fiscal Year 1999, $50,000,000;
(c) during Fiscal Year 2000, $55,000,000; and
(d) during each Fiscal Year thereafter, $60,000,000."
1.12. Section 7.14(b) of the Credit Agreement shall be amended to read as follows:
Minimum Net Working Capital. The Company shall have, as of the Closing Date, Net Working Capital in excess of the Minimum NWC Amount.
Minimum Net Working Capital. The Net Working Capital as of the close of business on the Closing Date shall be equal to or exceed the Minimum Net Working Capital.
Minimum Net Working Capital. For each of the Fiscal Months listed in the table below, Net Working Capital at the end of each such Fiscal Month shall not be less than the amount set forth opposite each such Fiscal Month: Minimum Net Fiscal Month Working Capital ------------ --------------- September 2004...................... $11,165,000 October 2004........................ 11,067,500 November 2004....................... 10,970,000 December 2004....................... 10,972,500 January 2005........................ 10,775,000 February 2005....................... 11,044,445 March 2005.......................... 11,413,890 April 2005.......................... 11,583,335 May 2005............................ 11,852,780 June 2005........................... 12,322,225 July 2005........................... 12,391,670 August 2005......................... 12,661,115 September 2005...................... 13,030,560 October 2005........................ 12,400,005 November 2005....................... 12,500,005 December 2005....................... 12,700,005 January 2006........................ 12,500,005 February 2006....................... 12,600,005 March 2006.......................... 13,000,005 April 2006.......................... 13,200,005 May 2006............................ 13,400,005 June 2006........................... 13,700,005 July 2006........................... 13,800,005 August 2006......................... 14,000,005 September 2006...................... 14,300,005
Minimum Net Working Capital. Seller covenants that Net Working Capital on the Closing Date shall not be less than negative $100,000. As used in this Section 2.8, "Net Working Capital" shall mean the sum of (A) the sum of (i) accounts receivable plus (ii) unbilled revenue minus (B) the sum of (i) accounts payable, (ii) accrued carrier costs, (iii) accrued customer billed and other taxes, (iv) accrued other and (v) current portion of capital leases. Each of the terms set forth in foregoing clauses (A) and (B) shall be derived from line items presented on the balance sheet of the Company to be prepared consistent with the books and records of the Company and delivered by Seller at Closing.
