Agreed Working Capital definition

Agreed Working Capital means $0.

Agreed Working Capital means $5,300,000.

Agreed Working Capital as defined in Section 2.9(b). “Allocation of Purchase Price” -- the agreed values of the Assets and Assumed Liabilities to be transferred from Seller to Buyer hereunder, which allocation shall be used by the parties for all Tax purposes and in all filings, declarations and reports with the IRS in respect thereof, including the reports required to be filed under Section 1060 of the Code.

Examples of Agreed Working Capital in a sentence

• The Buyer shall pay the Preliminary Purchase Price less any amount by which the Estimated Working Capital exceeds the Agreed Working Capital to the Seller at Closing.

• Unit members at the top step E as of July 1, 2016, and who received a rating of “MEETS STANDARD”, “ABOVE STANDARD” or “OUTSTANDING” on their annual performance evaluation, will be elevated to step F, retroactive to the member’s salary anniversary date, if the salary anniversary date occurred before the City Council approves this Agreement.

• The “Adjustment Amount” (which may be a positive or negative number) will be equal to the amount determined by subtracting the Closing Working Capital from the Agreed Working Capital.

• A calculation of the Preliminary Purchase Price, specified as the Enterprise Value with the addition of the Estimated Net Debt/Cash if this amount exceeds DKK 0 or less the Estimated Net Debt/Cash if this amount is lower than DKK 0, and with the addition of the amount by which the Estimated Working Capital exceeds the Agreed Working Capital or less this amount if the Agreed Working Capital exceeds the Estimated Working Capital.

• If Net Working Capital, as reflected on the Closing Balance Sheet, plus Final Net Income minus Final Transferor Expenses minus any Excess Working Capital Distribution is less than Agreed Working Capital plus, if not less than zero, Final Net Income, then the absolute value of such difference is the “Final Deficit Amount” (in each case, as finally determined in accordance with this Section 2.8).

More Definitions of Agreed Working Capital

Agreed Working Capital has the meaning ascribed to it in Section 3.3.

Agreed Working Capital is defined in Section 2.1.2. "Approvals" is defined in Section 3.26. "Business" is defined in Section 3.4. "Buyer" is defined in the first sentence. "Capital Charges" is defined in Section 2.1.5(a). "CERCLA" is defined in Section 3.27(c). "CFB" is defined in the first sentence. "CIP" is defined in the first sentence. "Closing" is defined in Section 2.2. "Closing Working Capital Schedule" is defined in Section 2.1.3(a). "Closing Date" is defined in Section 2.2. "Code" is defined in Section 3.25(d). "Commitment" is defined in Section 5.1.8. "Common Control Entity" is defined in Section 3.25(d). "Company" is defined in the first "Whereas" clause. "Company Financial Statements" is defined in Section 3.9. "Contracts" is defined in Section 3.20. "Convertible Notes" is defined in Section 2.1. "Disputed Claim" is defined in Section 7.3(b). "EBITDA" is defined in Section 2.1.2(ii). "EBITDA Base" is defined in Section 2.1.5(a). "EBITDA Notes" is defined in Section 2.1. "EBITDA Payment" is defined in Section 2.1.5. "EBITDA Statement" is defined in Section 2.1.3. "Employee Plan" is defined in Section 3.25. "Employment Agreement" is set forth in Exhibit 2.3(f) "ERISA" is defined in Section 3.25. "Estimated Purchase Price" is defined in Section 2.1. "Final Closing Working Capital Schedule" is defined in Section 2.1.3.

Agreed Working Capital is hereby amended to mean “an amount equal to $328,000,000.00.”

Agreed Working Capital means $30,000,000.

Agreed Working Capital means an amount equal to $253,000,000.00.

Agreed Working Capital means an amount equal to $253,000,000.00. “Agreement” shall have the meaning set forth in the preamble hereto. “Allocation” shall have the meaning set forth in Section 4.5. “Ancillary Agreements” means the Assignment and Assumption Agreement, the Xxxx of Sale, the Transition Services Agreement, the Patent Assignment, the Trademark Assignment, the Deeds, the Leasehold Deeds, the Mortgages, the Security Agreement and the other documents to be delivered in connection therewith, Purchaser Promissory Note and the Assignment and Assumption of Ground Lease Agreement. “Applicable Law” means, with respect to any Person, any Law applicable to such Person or its business, properties or assets. “ARSB” shall have the meaning set forth in the preamble hereto. “ASARCO” shall have the meaning set forth in the preamble hereto.

Agreed Working Capital means the amount of working capital of the Business to be existent at Closing. The Parties agree that the Agreed Working Capital will be US$89.4 million for the Business (on a consolidated basis).