Normal Working Capital definition

Normal Working Capital means Current Assets recognized and Current Liabilities incurred by the Company (without regard to the impact of any such Current Assets and Current Liabilities would have on the calculation of the Working Capital Adjustment) operating in the ordinary course of business, consistent with its past practices and that are (1) reflective of normal, contractual payment terms and (2) measured based on the application of generally accepted accounting principles and accounting practices as employed in the preparation of the Financial Statements. For the purpose of this Section, Current Assets means accounts receivable, prepaid expenses and other current assets (but not cash or deferred tax assets) and Current Liabilities means accounts payable and accrued liabilities.
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Normal Working Capital means the average monthly Working Capital for the 12 calendar months preceding and ending on the Closing Date, if the Closing Date is the last day of the month, and if the Closing Date is other than the last day of the month, ending on the last day of the calendar month preceding the Closing Date, calculated in the manner as shown on Schedule A;
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Normal Working Capital has the meaning set forth in SECTION 2.3(A).
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Examples of Normal Working Capital in a sentence

  • The Parties agree that the Normal Working Capital was calculated as set forth on Schedule 4.3(b).

  • Topics include basic concepts of computer architecture and organization, memory hierarchy, data types, computer arithmetic, control structures, interrupt handling, instruction sets, performance metrics, and the mechanics of testing and debugging computer systems.

  • For purposes of this Agreement, Net Working Capital shall be determined in accordance with the accounting principles utilized in the preparation of the Interim Financial Statements (as defined below) (the "Interim Accounting Principles"), consistent with past practices (except as set forth on Exhibit B) and the Normal Working Capital.

  • The Parties agree that Buyer will receive a credit for the items set forth on Schedule 2.1(b)-2 in connection with the determination of the Closing Statement and calculation of the Closing Working Capital and the Final Adjustment Amount by virtue of its treatment in Normal Working Capital.

  • The Parties agree that all of the items set forth on Schedule 2.1(b)-4 are not included in the calculation of Normal Working Capital but will be conveyed to Buyer.

  • The Parties agree that all of the items set forth on Schedule 2.1(b)-3 are included in the calculation of Normal Working Capital but that the items set forth on Schedule 2.1(b)-2 will not be conveyed to Buyer.

  • The Parties agree that Sellers will receive a credit for the items set forth on Schedule 2.1(b)-4 in connection with the determination of the Closing Statement and calculation of the Closing Working Capital and the Final Adjustment Amount by virtue of its treatment in Normal Working Capital.


More Definitions of Normal Working Capital

Normal Working Capital means the negotiated and agreed amount of $83,384,000.
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Normal Working Capital shall have the meaning set forth in Section 4.3(a)(ii).
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Normal Working Capital. £4,200,000 (four million two hundred thousand pounds sterling).
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Related to Normal Working Capital

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

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

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

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

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

  • Target Working Capital means $0.

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

  • Working Capital means, with respect to the Borrower and the Subsidiaries on a consolidated basis at any date of determination, Current Assets at such date of determination minus Current Liabilities at such date of determination; provided, that, for purposes of calculating Excess Cash Flow, increases or decreases in Working Capital shall be calculated without regard to any changes in Current Assets or Current Liabilities as a result of (a) any reclassification in accordance with GAAP of assets or liabilities, as applicable, between current and noncurrent or (b) the effects of purchase accounting.

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

  • 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.

  • Target Net Working Capital means $0.

  • 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.

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

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

  • 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 Assets has the meaning as set forth in the Recitals of this Agreement.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

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

  • 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).

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

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

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

  • 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.

  • 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).

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