Modified Working Capital definition

Modified Working Capital has the meaning specified in Section 2.04(a).

Modified Working Capital means Current Assets less Current Liabilities.

Modified Working Capital means Current Assets l ess Current Liabilities.

Examples of Modified Working Capital in a sentence

• In the event Seller revises such Closing Notice in response to Purchaser’s comments, the revised statement incorporating revised estimates of the Estimated Modified Working Capital, Estimated Closing Net Indebtedness and Estimated Closing Transaction Expenses, as applicable, shall be treated as the Closing Notice hereunder.

• Purchaser shall have two (2) Business Days from the receipt of the Closing Notice to provide Seller any comments with respect to the computation of any of the components of Estimated Modified Working Capital, Estimated Closing Net Indebtedness and Estimated Closing Transaction Expenses, which comments shall be considered by Seller in good faith (it being understood that Seller shall be under no obligation to revise such Closing Notice in response to Purchaser’s comments).

• For purposes of this Agreement, Modified Working Capital shall mean the Company's (i) Current Assets less (ii) its Current Liabilities and long-term indebtedness, determined in accordance with GAAP.

• For the avoidance of doubt, amounts included in the determination of Closing Net Indebtedness, Closing Transaction Expenses and Pension Plan Purchase Price Adjustment shall be excluded from the determination of the Modified Working Capital.

• Not later than the third business day prior to the Closing Date, Sellers shall deliver to Buyer (a) an estimated Closing Balance Sheet (the “Estimated Closing Balance Sheet”) and (b) a statement (the “Estimated Statement”) setting forth Sellers’ estimates, based on the Estimated Closing Balance Sheet and the books and records of Alpart, of the Modified Working Capital as of the Closing Date and the Closing Inventory Balancing Amount.

More Definitions of Modified Working Capital

Modified Working Capital has the meaning set forth in Section 3.3.1.

Modified Working Capital shall have the meaning set forth in Exhibit F hereto.

Modified Working Capital means those certain current assets and current liability accounts of the Business, cumulatively, as of the Revenue Cutoff Date (and not taking into account any events or occurrences after such date), as set forth on the attached Schedule 1.1(e) – Modified Working Capital, as determined pursuant to the accounting principles, methodologies and policies set forth thereon, and as finally determined pursuant to Section 3.2.

Modified Working Capital means the sum of (i) cash and cash equivalents and (ii) the amount of accounts receivable included in the Assets less appropriate reserves for doubtful accounts, minus the Assumed Payables (as hereinafter defined).

Modified Working Capital means, as of the close of business on the Closing Date, prior to the application of any purchase accounting adjustments and without giving effect to the impact of the Transactions, an amount equal to (which may be a positive or negative number) (i) the sum of the balance of each current asset account of the Business identified in Paragraph 1.A below minus (ii) the sum of the balance of each current liability account of the Business identified in Paragraph 1.B below, in each of clause (i) and clause (ii), such amounts being determined in accordance with the Calculation Principles. The current asset and current liability accounts listed below shall be determined in accordance with the Calculation Principles set forth in Paragraph 2 below.

Modified Working Capital means, for the Business as of a particular date of determination, total assets minus total liabilities (excluding for purposes of such calculation all (i) cash and cash equivalents (including deposits-in-transit), (ii) accounts receivable (including all applicable reserves and allowances for returns and bad debts) to the extent such accounts receivable are commingled with accounts of Seller, Viacom or any of their respective Affiliates, (iii) property, plant and equipment, net, (iv) intangible assets and goodwill, net, (v) other non-current assets, net (except plant costs, net, which shall be included), (vi) bonus accruals (including annual performance and sales related bonuses, retention bonuses and change of control management bonuses), (vii) long-term liabilities of any nature, (viii) liabilities for payroll costs, payroll taxes and employee benefits, (ix) tax assets and liabilities, (x) intercompany receivables and payables with Seller and its other Affiliates (other than trade payables and accrued expenses incurred in the ordinary course which are specific or directly allocable to the Business) and assets and liabilities in respect of the Harvard Agreement), calculated pursuant to "hard close" procedures as of the close of business on the Closing Date on the basis and using the same accounting policies, principles, methodologies and estimates used in preparing the 1998 Pro Forma Financial Statements and the Statement of Modified Working Capital set forth in Schedule 2.06 and using the Specified Accounting Policies referred to in Schedule 2.06, which are more fully described in the Notes to the 1998 Pro Forma Financial Statements included in Section 3.06 of the Disclosure Schedule.

Modified Working Capital means Working Capital less Qualified Capital Expenditures.