Estimated Net Debt definition

Estimated Net Debt has the meaning set forth in Section 3.6(a).

Estimated Net Debt shall have the meaning ascribed to it in Section 2.2.

Estimated Net Debt shall have the meaning set forth in Section 1.6(a)(ii).

Examples of Estimated Net Debt in a sentence

• The Purchaser and its Representatives, including the Purchaser’s independent accountants, shall have access to all work papers of the Company and its Representatives, including its independent accountants, relating to the Estimated Net Debt.

• If the Purchaser disputes the Estimated Net Debt (or any portion thereof) prior to the Closing, then the Purchaser and the Company shall negotiate in good faith to resolve any such dispute at or prior to the Closing.

• If the intercompany debt owed by HSWI to the Company (the “Intercompany Debt”) has not been fully repaid as of the Closing Date, the Estimated Intercompany Debt shall be reflected as a current asset of the Company in the calculations of the Estimated Net Debt Balance and the Final Net Debt Balance, in each case without reduction or reserve.

• If the Final Net Debt at Closing exceeds the Estimated Net Debt at Closing, then, promptly following the Notification Date, and in any event within five (5) business days of the Notification Date, the Escrow Agent shall pay to Parent from the Cash Escrow Fund the amount by which the Final Net Debt at Closing exceeds the Estimated Net Debt at Closing, together with all interest earned on such amount.

• The consideration was arrived at using the Initial Payment of RM134,734,000 and adding the difference between the Definitive Net Debt Amount of RM6,754,000 and Estimated Net Debt Amount of RM6,734,000 being RM20,000.

More Definitions of Estimated Net Debt

Estimated Net Debt means US$[•], calculated using an estimated Closing Date exchange rate of R$2.20/US$ 1.00, calculated pursuant to the method described in Exhibit E.

Estimated Net Debt means the amount of the Net Debt estimated by the Vendors Representative pursuant to Clause 3.2.1 (Determination of the Estimated First Tranche Purchase Price).

Estimated Net Debt means the Seller’s reasonable estimate of Net Debt at the Effective Time and as set out in the Indebtedness and EBITDA Schedule. This amount can be a positive or negative number;

Estimated Net Debt has the meaning set out in Clause 3.2.1;

Estimated Net Debt has the meaning specified in Section 2.12(c).

Estimated Net Debt. The Sellers’ estimate of the Group’s Net Debt as at 11:59 PM CET, 31 December 2017 calculated in accordance with Schedule 5.2.

Estimated Net Debt is defined in Section 7.02(k) of this Merger Agreement.