Closing Working Capital of Oracle means, in each case as of the Closing Date in respect of the Contributed Assets and Contributed Obligations of the Oracle Contributed Subsidiaries, the value of the asset line items minus the liability line items set forth on Schedule 1.04.1, plus any other cash and cash equivalents and minus any other Indebtedness not already included in such schedule, provided, however, that if the Neo Divestiture Closings occur, then the “Closing Working Capital of Oracle” will also include the Specified Net Assets Value, as defined and when finally determined under the Neo Divestiture Agreement to which Oracle Xxxxx is a party.

Examples of Closing Working Capital of Oracle in a sentence

As of the Closing, such Contributed Subsidiary will not have any Indebtedness not included in the Closing Working Capital of Oracle or the Closing Working Capital of Sky, as applicable, except as otherwise contemplated under the Employee Matters Agreement.
No less than 10 Business Days prior to the Closing Date, each of Oracle and Xxxxxx will provide to each other (each with a copy to Iris) of a statement (each individually, an “Estimate Statement”) with such Parent’s good faith estimate of the Closing Working Capital of Oracle and Closing Working Capital of Sky, respectively (the “Estimated Oracle Closing Working Capital” and the “Estimated Sky Closing Working Capital,” respectively).
No less than 10 Business Days prior to the Closing Date, each of Oracle and Xxxxxx will provide to each other (in each case, with a copy to Iris) a statement (each individually, an “Estimate Statement”) with such Parent’s good faith estimate of the Closing Working Capital of Oracle and Closing Working Capital of Sky, respectively (the “Estimated Oracle Closing Working Capital” and the “Estimated Sky Closing Working Capital,” respectively).
No less than 10 Business Days prior to the Closing Date, each of Oracle and Watson will provide to each other (each with a copy to Iris) of a statement (each individually, an “ Estimate Statement”) with such Parent’s good faith estimate of the Closing Working Capital of Oracle and Closing Working Capital of Sky, respectively (the “Estimated Oracle Closing Working Capital” and the “Estimated Sky Closing Working Capital,” respectively).

Related to Closing Working Capital of Oracle

Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the open of business on the Closing Date.
Final Closing Working Capital has the meaning set forth in Section 2.5(d).
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Closing Net Working Capital has the meaning set forth in Section 2.6(a).
Base Working Capital means $25,000,000.
Closing Date Working Capital has the meaning specified in Section 2.3(b).
Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).
Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).
Final Working Capital has the meaning set forth in Section 2.04(b).
Target Working Capital means $0.
Actual Working Capital has the meaning set forth in Section 2.7(a).
Estimated Working Capital has the meaning set forth in Section 2.3(a).
Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).
Working Capital Facility means, at any time, the aggregate amount of the Working Capital Lenders' Working Capital Commitments at such time.
Final Net Working Capital shall have the meaning set forth in Section 2.3(b)(ii).
Working Capital means, with respect to the Borrower and the Subsidiaries on a consolidated basis at any date of determination, Current Assets at such date of determination minus Current Liabilities at such date of determination; provided, that, for purposes of calculating Excess Cash Flow, increases or decreases in Working Capital shall be calculated without regard to any changes in Current Assets or Current Liabilities as a result of (a) any reclassification in accordance with GAAP of assets or liabilities, as applicable, between current and noncurrent or (b) the effects of purchase accounting.
Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.
Closing Date Net Working Capital shall have the meaning set forth in Section 2.03(c).
Working Capital Assets has the meaning as set forth in the Recitals of this Agreement.
Consolidated Working Capital means, as at any date of determination, the excess of Current Assets over Current Liabilities.
Consolidated Working Capital Adjustment means, for any period of determination on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.
Adjusted Working Capital means the remainder of (a) the consolidated current assets of the Obligors minus the amount of cash and cash equivalents included in such consolidated current assets, minus (b) the consolidated current liabilities of the Obligors minus the amount of consolidated short-term Debt (including current maturities of long-term Debt) of the Obligors included in such consolidated current liabilities.
Target Net Working Capital means $0.
Working Capital Target means $0.
Working Capital Adjustment has the meaning set forth in Section 2.5(a).
Estimated Closing Date Net Working Capital has the meaning set forth in Section 2.3(a)(i).

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