Estimated Closing Net Working Capital Amount definition

Estimated Closing Net Working Capital Amount is defined in Section 2.5.1.

Estimated Closing Net Working Capital Amount shall have the meaning set forth in Section 2.10(b).

Estimated Closing Net Working Capital Amount has the meaning set forth in Section 1.15(a).

Examples of Estimated Closing Net Working Capital Amount in a sentence

• Seller shall provide Buyer and any accountants or advisors retained by Buyer with reasonable access to the Records of the Group Companies for the purpose of enabling Buyer and its accountants and advisors to calculate, and to review Seller’s calculation of the Estimated Closing Net Working Capital Amount, Estimated Closing Cash, Estimated Closing Indebtedness, Estimated Transaction Expenses and Estimated Purchase Price.

• The Estimated Closing Net Working Capital Amount shall be prepared and calculated in accordance with GAAP and the definition of Net Working Capital Amount, and shall contain the line items set forth in the sample working capital amount calculations set forth on Schedule 1.15, which are based on the Company Balance Sheet.

• The Estimated Cash Amount, the Estimated Debt Amount, and the Estimated Closing Net Working Capital Amount shall be determined in accordance with the Specified Accounting Principles and as set forth in Exhibit A.

• The Participant agrees that this deed shall be conclusive evidence of the Participant's obligations and may be pleaded as a bar to any action by the Participant against the Operator arising out of or as a consequence of participation in the activities by the Participant.

• Cross References — As to general penalty for violations of code, §100.080; as to nuisances generally, ch.

• If the Closing Net Working Capital Amount is higher than the Estimated Closing Net Working Capital Amount, the Acquiring Party shall pay to the Sellers a sum equal to the difference between these two amounts.

• The Estimated Closing Net Working Capital Amount, Estimated Closing Working Capital Adjustment Amount, the Estimated Closing Indebtedness Amount, the Estimated Closing Cash Amount, and the Estimated Closing Third Party Expenses set forth in the Estimated Closing Statement will be used for purposes of calculating the Cash Consideration at the Closing (which calculation shall be subject to adjustment pursuant to, and in accordance with, the terms of this Section 2.12).

• If the Closing Net Working Capital Amount as finally determined pursuant to this Section 2.7 is less than the Estimated Closing Net Working Capital Amount, Parent shall be entitled to receive such shortfall in accordance with Section 2.7(h).

• If the Closing Net Working Capital Amount is less than the Estimated Closing Net Working Capital Amount, the Sellers shall pay to the Acquiring Party a sum equal to the difference between these two amounts.

• As set forth in Section 2.2(c), the Estimated Closing Net Working Capital Amount and the Estimated Capital Expenditure Adjustment Amount shall be used to calculate the Closing Date Purchase Price payable at Closing.

More Definitions of Estimated Closing Net Working Capital Amount

Estimated Closing Net Working Capital Amount means the Closing Net Working Capital Amount used for purposes of calculating the Base Purchase Price at Closing in accordance with Section 2.10(b).

Estimated Closing Net Working Capital Amount means the excess (or deficiency) of Working Capital Assets over Working Capital Liabilities estimated to exist as of the Closing Date.

Estimated Closing Net Working Capital Amount shall have the meaning -------------------------------------------- set forth in Section 2.10(b).

Estimated Closing Net Working Capital Amount shall have the meaning set forth in Section 2.10(b). "ESTIMATED NET INTERIM PERIOD ADJUSTMENT AMOUNT" shall have the meaning set forth in Section 2.10(b).

Estimated Closing Net Working Capital Amount means the good faith estimate by Seller of the Closing Net Working Capital Amount based on actual amounts for the applicable Adjustment Measurement Date where available and, to the extent actual amounts are not then available, using the latest internal estimates for such date.

Estimated Closing Net Working Capital Amount means the Company’s good faith estimate of the Closing Net Working Capital Amount.