Closing Statement of Net Working Capital definition

Closing Statement of Net Working Capital means the statement of net working capital setting forth the calculation of the Net Working Capital Amount of the Company to be (i) prepared by the Seller Parties pursuant to Section 2.5(a) based on the Closing Date Balance Sheet and (ii) dated as of the Closing Date, taking into account all current assets and liabilities that are attributable to the transactions engaged in by the Company prior to the Closing Date.

Closing Statement of Net Working Capital means a statement showing the computation of Closing Net Working Capital. An example Closing Statement of Net Working Capital is attached as Exhibit E.

Closing Statement of Net Working Capital has the meaning set forth in Section 2.4(a) hereof.

Examples of Closing Statement of Net Working Capital in a sentence

• PSJH has invested in consumer-initiated telehealth and clinician-initiated telehealth, including for sub-acute or non-acute ambulatory care.

• Within three (3) Business Days of the Closing Statement of Net Working Capital being deemed final, an adjustment shall be made such that the Net Working Capital Amount is reflected in the Final Installment in accordance with Section 2.1(a).

• As promptly as practicable, but in any event within fifteen (15) Business Days following the Closing Date, the Seller Parties shall deliver to Buyer the Closing Statement of Net Working Capital.

• Notwithstanding anything in this Article X, no Buyer Indemnified Person shall be deemed to have incurred any Losses with respect to any liability to the extent such liability was included in the calculation of the Net Working Capital Amount pursuant to the Closing Statement of Net Working Capital and deducted from the Cash Consideration pursuant to Section 2.1(a).

• The Purchaser shall cause its and its Affiliates’ respective officers and employees to assist and cooperate with the Sellers and PricewaterhouseCoopers LLP (in the capacity of Sellers’ accountants, the “Sellers’ Accountants”) in connection with the preparation of the Closing Statement of Mexican Net Debt and the Closing Statement of Net Working Capital.

• As of the Closing, the Purchaser shall assume all obligations of the Sellers and their Affiliates to the Transferred Employees for any accrued vacation entitlement, vacation pay entitlement and unpaid wages, to the extent that such obligations have been accurately accrued on the Closing Statement of Net Working Capital.

• Parent’s calculation in the Closing Statement of Net Working Capital shall be determined as of the Reference Time and pursuant to the Working Capital Methodology.

• The Purchase Price Allocation shall be based on the same principals and methodologies employed in preparing the Preliminary Allocation based on the Closing Statement of Net Working Capital and the Final Cash Purchase Price.

• As promptly as practicable, but in any event within 60 calendar days following the Closing, the Purchaser shall deliver to the Seller the Closing Statement of Net Working Capital, together with the report thereon of the Purchaser's Accountants, stating that the Closing Statement of Net Working Capital was prepared in accordance with GAAP applied on a basis consistent with the preparation of the Reference Statement of Net Assets.

• The Preliminary Closing Statement of Net Working Capital shall be prepared in the same manner and using the same accounting policies, principles, bases, methods and calculation principles as used by the Company in the preparation of the Pro Forma Balance Sheet.

More Definitions of Closing Statement of Net Working Capital

Closing Statement of Net Working Capital. 2.08(a) “COBRA” 6.01(c) “Commitment Letters” 4.07 “Covered Financial Statements” 5.03(g) “Conveyance Taxes” 7.06 “Deductible Amount” 9.04 “Equity Commitment Letter” 4.07 “ERISA” 3.17(a)