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 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.

Examples of Closing Current Assets in a sentence

• Any Notice of Disagreement shall (i) specify in reasonable detail the nature of any disagreement so asserted and (ii) only include disagreements based on mathematical errors or based on Closing Current Assets not being calculated in accordance with this Section 1.05.

• The difference between the Closing Current Assets and the Closing Total Liabilities shall be the “Closing Net Asset Value”.

• In order to expedite calculation of the Purchase Price, the Seller will cooperate with the Buyer prior to the Closing in the Buyer's efforts to prepare to audit the number of Subscribers at the Closing Date and to determine the Closing Liabilities and Closing Current Assets.

• Any Seller Dispute Notice shall specify those items or amounts as to which Sellers’ Representative disagrees, and Sellers’ Representative shall be deemed to have agreed with all other items and amounts contained in the Closing Balance Sheet, the Buyer Working Capital Certificate, and the calculation of Closing Current Assets and Closing Current Liabilities delivered pursuant to Section 2.03(a).

• If Buyer and Sellers’ Representative are unable to reach such agreement during such period, they shall promptly thereafter cause the Neutral Arbiter promptly to review the disputed items or amounts for the purpose of calculating Closing Current Assets and Closing Current Liabilities in accordance with the provisions of this Agreement.

More Definitions of Closing Current Assets

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

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 is defined in Section 2.2(a).

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.

Closing Current Assets means current assets of the Company ---------------------- (consisting of any accounts receivable, inventory, prepaid expenses and cash and cash equivalents) on a consolidated basis as of the Closing Date as shown on the Closing Financial Statements.

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