Net Working Capital Balance definition

Net Working Capital Balance has the meaning set forth in the Separation and Distribution Agreement.
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Net Working Capital Balance means the difference between (a) the sum of Inventories and Prepaids and other Current Assets, and (b) the sum of third-party Accounts Payable, Accrued Expenses, Accrued Sales Incentives and Documentary Acceptances, of the Business.
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Net Working Capital Balance means the sum of (a) cash and cash equivalents, accounts receivable net of allowances, prepaid assets, deposits, escrows and other such operating working capital assets as mutually deemed appropriate by the Parties (but specifically excluding fixed assets, work-in-progress asset balances, and non-cash accounts such as straight-line rents, deferred mortgage issuance costs, fair market value of rent assets and other intangible assets), less the sum of (b) accounts payable and accrued expenses, accrued real estate Taxes, deferred rental income, and other such operating working capital liabilities mutually deemed appropriate by the Parties (but specifically excluding payables for construction and tenant allowances, all debt or loan related balances to lenders and affiliates, deferred common area maintenance liabilities, fair market value of rent liabilities and other intangible liabilities).
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Examples of Net Working Capital Balance in a sentence

  • Thereafter RCM, as agent for Acquiree, shall use best efforts to promptly and fully collect all of Acquiree's accounts receivable and other current assets as they are reflected in the Net Working Capital Balance Sheet.

  • RCM shall cause to be paid to the Acquiree Shareholder as additional Purchase Consideration by wire transfer to bank accounts designated by him the amount of the accounts receivable and other current assets actually collected less Acquiree's liabilities as set forth on the Net Working Capital Balance Sheet.

  • As at the balance date, 74% of amounts due to banks comprised foreign currency liabilities (72% as at 31 December 2010).

  • If the Estimated Net Working Capital Balance is less than $10 million, the amount of the Cash Distribution set forth in Section 2.13(a) shall be decreased by the amount of such Estimated Net Working Capital Balance.

  • Within sixty (60) days of the Closing Date, RCM and the Acquiree Shareholder will cause to be prepared to their mutual satisfaction the Net Working Capital Balance Sheet.

  • The Effective Date Balance Sheet and the Net Working Capital Balance Sheet as defined in Section 1 hereof and the financial information contained therein will present fairly the financial condition of the Acquiree for the periods covered.

  • The Company Net Working Capital Balance shall be no more than Seventy Five Million Dollars ($75,000,000).

  • To the extent the Net Working Capital Balance Certificate shows that there exists any Excess Net Working Capital, such Excess Net Working Capital shall be paid by Buyer into the Escrow Account (up to and including the amount of $200,000 with any remaining additional balance, if any, to be paid into the Escrow Account as accounts receivable are realized).

  • On the third (3rd) business day before the Closing Date, Sellers shall estimate in good faith the amount of the Net Working Capital Balance as of 11:59 p.m. on the Closing Date and deliver to Buyers a certificate setting forth such estimate (the “Closing Certificate”).

  • The accounting cutoff for the Final Net Working Capital Balance Sheet shall be the close of business on the Closing Date.


More Definitions of Net Working Capital Balance

Net Working Capital Balance means, for any month, the sum of the Long Crude FIFO Value, the Short Crude FIFO Value, all Long Product FIFO Values and all Short Product FIFO Values, each as of the end of such month, which sum may be positive or negative.
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Net Working Capital Balance shall have the meaning set forth in --------------------------- Section 2.5(b) hereof.
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Net Working Capital Balance means the amount by which the Included Current Assets exceed the sum of the Included Current Liabilities; (2) the term “Included Current Assets” means all current assets (as defined by United States generally accepted accounting principles and practices consistently applied (“GAAP”)) of the Business, as shown on the Closing Balance Sheet and as calculated on a basis consistent with Schedule 4.7(a), other than the Excluded Assets and the amount of cash, cash equivalents, marketable securities and short term investments reflected on the Closing Balance Sheet; provided, however, that for the purposes of this Section 2.3 and regardless of the requirements of GAAP, fuel, oil and lubricant
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Net Working Capital Balance of the Business shall mean (i) all current assets of the Business (excluding cash and cash equivalents), less (ii) all current liabilities (excluding the current portion of interest-bearing debt), plus (iii) the aggregate purchase price, not to exceed $200,000, of all rental equipment purchased by Seller since June 30, 1997 with cash from operations in the ordinary course of business, or with debt that is a current liability assumed by Buyer pursuant to Section 1.03 hereof, to the extent that such equipment is included in the Assets. Seller agrees to give Buyer at least ten days' written notice of any purchase of rental equipment contemplated by the foregoing sentence in excess of $10,000.
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Net Working Capital Balance means the total amount of Business current assets less the total amount of Business current liabilities, each as defined under GAAP, as of a given date, a sample calculation of which is set forth on Exhibit A attached hereto (the “Sample Net Working Capital Balance Calculation”).
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Net Working Capital Balance means the sum of (a) cash and cash equivalents, accounts receivable net of allowances, prepaid assets, deposits, escrows and other such operating working capital assets as mutually deemed appropriate by the Parties (but specifically excluding fixed assets,
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Related to Net Working Capital Balance

  • 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.

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

  • 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.

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

  • Target Working Capital Amount means $75,000,000.

  • 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.

  • Working Capital Deficit means the amount, if any, by which the Closing Working Capital is less than the Target Working Capital.

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

  • Working Capital Amount means the difference between (x) the total current assets of the Company and its Subsidiaries and (y) the total current liabilities (other than the New Company Debt, the Existing Company Debt and Deal Expenses) of the Company and its Subsidiaries (in each case calculated in accordance with GAAP immediately prior to the Effective Time and after giving effect to the Contribution, the Distribution and the disposition of cash and cash equivalents contemplated by Section 6.24).

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

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

  • 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 Working Capital means $0.

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

  • Target Net Working Capital means $0.

  • Working Capital Adjustment Amount means an amount, which may be positive or negative, calculated in accordance with Schedule C, equal to the difference of (a) the Closing Date Adjusted Working Capital minus (b) the Preliminary Adjusted Working Capital.

  • 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).

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

  • Working Capital Loan has the meaning specified in Section 2.1(c).

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

  • Working Capital Shortfall means the amount, if any, by which Working Capital is less than the Working Capital Target.

  • Working Capital Target means $0.

  • Working Capital Advance has the meaning specified in Section 2.01(a).

  • Working Capital Surplus means the amount by which the Working Capital is greater than the Target Working Capital Amount.

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