Initial Working Capital Statement definition

Initial Working Capital Statement has the meaning set forth in Section 1.7(a).

Initial Working Capital Statement means a statement setting forth the Purchaser’s determination of the Closing Working Capital prepared using the same accounting policies, principles and methodologies as used in the preparation of, the Reference Balance Sheet.”

Initial Working Capital Statement means a statement attached hereto as Schedule 2.2, stating the amount of the Working Capital as of the Lockdown Date prepared in accordance with GAAP as if the Business was conducted by the Company as a standalone entity, and including the supporting information required under Schedule 2.2.

Examples of Initial Working Capital Statement in a sentence

• If no Notice of Disagreement is received by the Acquiror prior to the expiration of the Review Period, then the Initial Working Capital Statement or the Initial Reinsurance Settlement Statement, as applicable, shall be deemed to have been accepted by Parent and the Seller and shall become final and binding upon the parties in accordance with Section 2.06(f).

• Parent and the Seller shall notify the Acquiror in writing (the “ Notice of Disagreement”) prior to the expiration of the Review Period if Parent or the Seller disagrees with the Initial Working Capital Statement or the Initial Reinsurance Settlement Statement by virtue of such document not being prepared in compliance with this Agreement.

• If Parent and the Seller elect to prepare the Initial Working Capital Statement and the Initial Reinsurance Settlement Statement in accordance with the immediately preceding sentence, then all subsequent references in this Section 2.06 (other than those in Sections 2.06(c), (g), (h) or (i)) to Parent and the Seller and the Acquiror, respectively, shall be deemed to be references to the Acquiror and Parent and the Seller, respectively.

• The Initial Working Capital Statement shall be prepared in accordance with the Agreed Balance Sheet Principles and the Initial Reinsurance Settlement Statement shall be prepared in accordance with the Agreed Reinsurance Settlement Statement Principles.

• The Independent Accountant shall be requested to deliver as promptly as practicable and in any event within sixty (60) days after its appointment, a written award setting forth the Independent Accountant’s determination of the appropriate amount of each of the line items in the Initial Working Capital Statement or the Initial Reinsurance Settlement Statement, as applicable, as to which Parent, the Seller and the Acquiror disagree as set out in the Notice of Disagreement.

• With respect to each disputed line item, such determination, if not in accordance with the position of either Parent, the Seller or the Acquiror, shall not be more favorable to Parent and the Seller than the amounts advocated by Parent and the Seller in the Notice of Disagreement or more favorable to the Acquiror than the amounts advocated by the Acquiror in the Initial Working Capital Statement or the Initial Reinsurance Settlement Statement, as applicable, with respect to such disputed line item.

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More Definitions of Initial Working Capital Statement

Initial Working Capital Statement means a statement setting forth the Purchaser’s determination of the Closing Date Working Capital Amount prepared in accordance with Section 2.06(a).

Initial Working Capital Statement means a statement setting forth the Purchaser’s good faith determination of the calculations covered by the Estimated Working Capital Statement.

Initial Working Capital Statement means a statement setting forth TCDI’s determination of the Closing Working Capital prepared using the same accounting policies, principles and methodologies as used in the preparation of, the Reference Balance Sheet.