Final Working Capital definition

Final Working Capital has the meaning set forth in Section 2.04(b).

Final Working Capital means the Working Capital on the close of business on the Closing Date as determined pursuant to Section 2.6.

Final Working Capital shall have the meaning set forth in Section 2.4(b).

Examples of Final Working Capital in a sentence

• The Closing US Purchase Price shall, if necessary, be further adjusted such that the Closing US Purchase Price would equal the amount that it would have been adjusted to under Section 2.04(a) if the Final Working Capital had been substituted for the Estimated Working Capital at Closing (as adjusted, the “Final US Purchase Price” for all purposes herein).

• If the Seller fails to deliver the Objection Notice within the Review Period, at the Buyer’s sole election and discretion, the Seller shall be deemed to have accepted the Final Closing Statement (and the calculation of Final Working Capital therein) as final.

• If the Sellers fail to deliver the Objection Notice within the Review Period, at the Buyer’s sole election and discretion, the Sellers shall be deemed to have accepted the Final Closing Statement (and the calculation of Final Working Capital therein) as final.

• If the Sellers timely provide an Objection Notice to the Buyer, then all items set forth in the Final Closing Statement with respect to the calculation of the Final Working Capital, other than the disputed items expressly set forth in the Objection Notice, shall be final and binding; provided, that the Buyer shall be entitled to identify additional items as in dispute, to the extent corresponding to the disputed items set forth in the Objection Notice.

• The Final Working Capital as finally agreed to (or deemed to be agreed to) by the Buyer and the Sellers or as finally determined by the Firm (absent manifest typographical or computational error readily apparent from the face of the Firm’s written report or fraud) pursuant to this Section 2.04, as applicable, shall be conclusive and binding on the Parties.

More Definitions of Final Working Capital

Final Working Capital means the Closing Working Capital as finally agreed or determined in accordance with Section 2.8, Section 2.9 and Section 2.10.

Final Working Capital means the final determination of Working Capital as of the Effective Time in accordance with Section 2.3.

Final Working Capital has the meaning ascribed thereto in Section 3.3(a)(iii).

Final Working Capital means the Working Capital as of the Closing Date (a) as shown in Buyer’s calculation delivered pursuant to Section 1.4(b), if no Working Capital Seller Objection is duly delivered pursuant to Section 1.4(c), or (b) if a Working Capital Seller Objection is delivered, (i) as agreed by Seller and Buyer pursuant to Section 1.4(d) or (ii) in the absence of such agreement, as shown in the Accounting Referee’s report delivered pursuant to Section 1.4(d).

Final Working Capital. Section 2.4(d)

Final Working Capital means Working Capital as finally determined in accordance with this Section 4.2.

Final Working Capital means Closing Working Capital (i) as shown in Seller’s calculation delivered pursuant to Section 2.10(a) if no notice of disagreement with respect thereto is duly delivered pursuant to Section 2.10(b); or (ii) if such a notice of disagreement is delivered, (A) as agreed by Buyer and Seller pursuant to Section 2.10(c) or (B) in the absence of such agreement, as shown in the Accounting Referee’s calculation delivered pursuant to Section 2.10(c); provided that in no event shall Final Working Capital be more than Seller’s calculation of Closing Working Capital delivered pursuant to Section 2.10(a) or less than Buyer’s calculation of Closing Working Capital delivered pursuant to Section 2.10(b).