Common use of Working Capital Settlement Clause in Contracts

Working Capital Settlement. (a) Prior to the Closing Date, the Company shall estimate its working capital position (the "Working Capital") as of the close of business on the Closing Date (the "Computation Date"). Working Capital shall mean (x) the sum of (i) the book value of current assets plus (ii) the amount of capital expenditures listed on Schedule 1.7; less (y) the book value of current liabilities excluding any amount of Debt or Company Expenses paid by Purchaser at Closing pursuant to Section 1.5(c). The Company shall provide Purchaser a copy of the calculation of the estimated Working Capital (the "Estimated Working Capital Statement") three business days prior to the Closing Date. The book value of all amounts and the determination of Working Capital shall be determined in accordance with generally accepted accounting principles, consistently applied ("GAAP") on a basis consistent with the Company's last audited Financial Statements..

Appears in 2 contracts

Samples: Acquisition Agreement and Plan of Merger (Mail Well Inc), Acquisition Agreement and Plan of Merger (Mail Well Inc)

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Working Capital Settlement. (a) Prior to the Closing Date, the Company shall estimate its working capital position (the "Working Capital") as of the close of business on the Closing Date (the "Computation Date"). Working Capital shall mean (x) the sum of (i) the book value of current assets plus (ii) the amount of capital expenditures listed on Schedule 1.7; less (y) the book value of current liabilities excluding any amount of Debt or Company Expenses paid by Purchaser at Closing pursuant to Section 1.5(c). The Company shall provide Purchaser a copy of the calculation of the estimated Working Capital (the "Estimated Working Capital Statement") three business days prior to the Closing Date. The book value of all amounts and the determination of Working Capital shall be determined in accordance with generally accepted accounting principles, consistently applied ("GAAP") on a basis consistent with the Company's last audited Financial Statements...

Appears in 1 contract

Samples: Acquisition Agreement and Plan of Merger (Mail Well Inc)

Working Capital Settlement. (a) Prior to the Closing Date, the Company shall estimate its working capital position (the "Working Capital") as of the close of business on the Closing Date (the "Computation Date"). Working Capital shall mean (x) the sum of (i) the book value of current assets plus (ii) the amount of capital expenditures listed on Schedule SCHEDULE 1.7; less (y) the book value of current liabilities excluding any amount of Debt or Company Expenses paid by Purchaser at Closing pursuant to Section 1.5(c). The Company shall provide Purchaser a copy of the calculation of the estimated Working Capital (the "Estimated Working Capital Statement") three business days prior to the Closing Date. The book value of all amounts and the determination of Working Capital shall be determined in accordance with generally accepted accounting principles, consistently applied ("GAAP") on a basis consistent with the Company's last audited Financial Statements...

Appears in 1 contract

Samples: Acquisition Agreement and Plan of Merger (Mail Well Inc)

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Working Capital Settlement. (a) Prior to the Closing Date, the Company shall estimate its working capital position (the "Working Capital") as of the close of business on the Closing Date (the "Computation Date"). Working Capital shall mean (x) the sum of (i) the book value of current assets plus (ii) the amount of capital expenditures listed on Schedule SCHEDULE 1.7; less (y) the book value of current liabilities excluding any amount of Debt or Company Expenses paid by Purchaser at Closing pursuant to Section 1.5(c). The Company shall provide Purchaser a copy of the calculation of the estimated Working Capital (the "Estimated Working Capital Statement") three business days prior to the Closing Date. The book value of all amounts and the determination of Working Capital shall be determined in accordance with generally accepted accounting principles, consistently applied ("GAAP") on a basis consistent with the Company's last audited Financial Statements..

Appears in 1 contract

Samples: Acquisition Agreement and Plan of Merger (Mail Well Inc)

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