Illustrative Calculation of Net Working Capital definition

Illustrative Calculation of Net Working Capital. “ means the illustrative calculation of Net Working Capital attached to Exhibit A.
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Illustrative Calculation of Net Working Capital has the meaning set forth in the definition of “Net Working Capital” under this Article 8.
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Illustrative Calculation of Net Working Capital means the illustrative calculation of Net Working Capital attached to Exhibit A.
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Examples of Illustrative Calculation of Net Working Capital in a sentence

  • The Post-Closing Statement, and the components thereof, shall be in the form attached hereto as Exhibit F and shall be prepared in good faith in accordance with the terms of this Agreement, including the Adjustment Principles and the Illustrative Calculation of Net Working Capital, and the books and records of the Company and its Subsidiaries.

  • Exhibit A Form of Escrow Agreement Exhibit B Form of Stock Power Exhibit C RWI Conditional Binder and Summary Exhibit D Agreed Accounting Principles Exhibit E Illustrative Calculation of Net Working Capital THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of October 15, 2021, by and between Sirius Computer Solutions Holdco, LP, a Delaware limited partnership (“Seller”), and CDW LLC, an Illinois limited liability company (“Buyer”).

  • The Settlement Accountant shall be instructed to resolve any such remaining Disputes in accordance with the terms of this Agreement, including the Adjustment Principles and the Illustrative Calculation of Net Working Capital, and the books and records of the Company, within sixty (60) calendar days after its appointment.


More Definitions of Illustrative Calculation of Net Working Capital

Illustrative Calculation of Net Working Capital means the illustrative calculation of Net Working Capital attached hereto as Exhibit B. “Indebtedness” means, with respect to the Company and its Subsidiaries on a consolidated basis, without duplication: (a) indebtedness for borrowedmoney; (b) obligations evidenced by bonds, notes, debentures or other similar instruments or, in each case and only to the extent drawn by the counterparty thereto, letters of credit or performance bonds; (c) obligations under derivative financial instruments, including interest rate swaps; (d) any amount due under the Credit Agreements, including any accrued and unpaid interest thereon and any premiums, fees and expenses related to the repayment thereof;(e) obligations for any deferred purchase price of property, stocks or assets with respect to which the Company or any of its Subsidiaries is liable (but excluding trade payables, accrued expenses and accruals incurred in the ordinary course of business and earn-outs not yet earned); (f) that portion of any obligations under any capitalized lease that is classified, in conformity with GAAP, as a liability on the balance sheet of the Company and its Subsidiaries; (g) accrued and unpaid interest, if any, on all make-whole amounts, prepayment penalties, breakage fees and other exit fees paid or payable in the event that any of the foregoing is to be repaid or otherwise discharged; and (h) all guarantees of the obligations of other Persons described in the immediately preceding clauses (a) through (g). For purposes of this Agreement, “Indebtedness” shall expressly exclude: (i) all Current Liabilities; (ii) the Company Transaction Expenses; (iii) all Tax liabilities; and(iv) all Purchaser Fees and Expenses.
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Related to Illustrative Calculation of Net Working Capital

  • 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.

  • Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Liabilities at such time.

  • Estimated Net Working Capital has the meaning set forth in Section 2.3(a).

  • Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.

  • Base Working Capital means $25,000,000.

  • Final Net Working Capital shall have the meaning set forth in Section 2.3(b)(ii).

  • 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.

  • Target Net Working Capital means $0.

  • Actual Working Capital has the meaning set forth in Section 2.7(a).

  • Closing Date Net Working Capital shall have the meaning set forth in Section 2.03(c).

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Net Working Capital Amount means, with respect to a Participating McNeil Partnership, the excess of the Positive Excess Cash Balance of such Participating McNeil Partnership over the cash on hand of such Participating McNeil Partnership immediately prior to the Effective Time.

  • Consolidated Working Capital means, as at any date of determination, the excess of Current Assets over Current Liabilities.

  • Target Net Working Capital Amount means $5,000,000.

  • Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Estimated Working Capital has the meaning set forth in Section 2.3(a).

  • Consolidated Net Working Capital means (a) all current assets of the Company and its Restricted Subsidiaries except current assets from Oil and Gas Hedging Contracts, less (b) all current liabilities of the Company and its Restricted Subsidiaries, except (i) current liabilities included in Indebtedness, (ii) current liabilities associated with asset retirement obligations relating to oil and gas properties and (iii) any current liabilities from Oil and Gas Hedging Contracts, in each case as set forth in the consolidated financial statements of the Company prepared in accordance with GAAP (excluding any adjustments made pursuant to FASB ASC 815).

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Net Working Capital Target means $0.00.

  • Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

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

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • 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.

  • Target Working Capital means $0.

  • Estimated Closing Date Net Working Capital has the meaning set forth in Section 2.3(a)(i).