Closing Current Assets definition

Closing Current Assets means, in each case as determined as of 11:59 p.m., New York City time, on the day immediately preceding the Closing Date, the current assets of the Business that are specifically listed by type as set forth in Section 1.01(c)-1 of the Disclosure Letter, calculated in accordance with the Purchase Price Calculation/Accounting Principles or, with respect to Taxes, the Tax Allocation Principles.

Closing Current Assets. All assets of each of the Companies at the Closing Date (net of any amounts in escrow accounts referred to in the definition of Closing Liabilities) that are or should be included as current assets on the consolidated balance sheet of the Companies as of said date in accordance with generally accepted accounting principles in Argentina.

Closing Current Assets means the current assets of the Company as of the Closing, calculated in accordance with generally accepted accounting principals (“GAAP”), and (z) the term “Closing Current Liabilities” shall mean the current liabilities of the Company as of the Closing, calculated in accordance with GAAP (but not taking into account the Company Promissory Notes (as defined below)). Closing Current Assets and Closing Current Liabilities shall be determined by the Purchaser in good faith at the time of the Closing and shall be conclusive.

Examples of Closing Current Assets in a sentence

• Closing Current Assets Adjustment..................12 SECTION 1.06.

• Closing Current Assets will exclude any and all inter-company receivables, payables or other balances between the Seller or any Subsidiary, on the one hand, and the Seller or any Subsidiary, on the other hand.

• The “Purchase Price” shall be an amount equal to (i) $53,000,000 minus (ii) an amount equal to the Closing Liabilities, up to the Closing Liability Cap minus (iii) an amount by which Closing Current Assets is less than Target Current Assets, if any, plus (iv) an amount by which Closing Current Assets exceeds Target Current Assets, if any, minus (v) any amounts the Purchaser is entitled to deduct from the Purchase Price pursuant to Section 4.18 hereof.

• Closing Net Working Capital of the Business shall be equal to (i) Closing Current Assets of the Business, minus (ii) the Closing Current Liabilities of the Business.

• Closing Net Working Capital: an amount equal to Closing Current Assets less Closing Current Liabilities.

More Definitions of Closing Current Assets

Closing Current Assets means the amount of the current assets of the Company in the asset categories listed on Exhibit C (which, notwithstanding anything to the contrary on Exhibit C, shall exclude all Closing Cash and all Tax assets), as of the Closing, as determined in accordance with GAAP and reflected on the Final Closing Date Balance Sheet.

Closing Current Assets and "Closing Current Liabilities," respectively). The Closing Balance Sheet shall (v) include only the assets, liabilities and stockholders' equity of the Acquired Business and the Joint Venture Interest (x) fairly present the financial position of PMSI Database as at the close of business on the Closing Date in accordance with generally accepted accounting principles applied on a basis consistent with those used in the preparation of the PMSI Database Balance Sheet, (y) include no material increase in long-term indebtedness and include line items substantially consistent with those in the PMSI Database Balance Sheet, and (z) subject to the provisions of clause (x) above, be prepared in accordance with accounting policies and practices consistent with those used in the preparation of the PMSI Database Balance Sheet.

Closing Current Assets is defined in Section 2.2(a).

Closing Current Assets means the amount of the current assets of the Company in the asset categories listed on Exhibit E (which shall exclude Closing Cash), as of the close of business on the Closing Date, as determined in accordance with GAAP and reflected on the Final Closing Date Balance Sheet.

Closing Current Assets means Current Assets as of the Adjustment Time, determined in accordance with Section 2.4(e).

Closing Current Assets has the meaning set forth in Section 2.5(b).

Closing Current Assets means an amount, determined as of the Effective Date, equal to the sum of the following current assets of Sellers, but only to the extent included in the Acquired Assets: (i) current accounts receivable and notes receivable, plus (ii) inventory (including, raw materials, finished goods and work in progress), net of allowances for loss, damage or obsolescence, and excluding any finished goods, work in process or raw materials that are not useable and saleable in the Ordinary Course of Business, plus (iii) prepaid expenses, plus (iv) Operating Account. Closing Current Assets, and each component thereof, shall be determined in accordance with generally accepted accounting principles in the United States.