Positive Working Capital Balance definition

Positive Working Capital Balance shall have the meaning set forth in Section 3.4.6.
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Positive Working Capital Balance means the amount, if any, by which the Final Working Capital Amount (as hereinafter defined) shall exceed the Preliminary Working Capital Amount; (iii) "Negative Working Capital Balance" shall mean the amount, if any, by which the Preliminary Working Capital Amount shall exceed the Final Working Capital Amount; (iv) "Final Working Capital Amount" shall mean an amount equal to the difference between the current assets and the current liabilities of the Business as of the Closing Date, each as set forth on the Final Closing Date Balance Sheet; (v) "Working Capital Settlement Date" shall mean the fifth (5th) business day following the date of receipt by Purchaser and Seller of the Final Closing Date Balance Sheet; (vi) "Gross Profits of the Business" shall mean Service Revenues Earned less the Direct Cost of Providing Services, which amount shall be calculated in accordance with GAAP consistently applied and verified by the Independent Accountants; (vii) "Initial Installment Date" shall mean the fifth (5th) business day following the date of receipt by Purchaser and Seller of the Independent Accountant's certificate confirming the Initial Gross Profits Amount pursuant to Section 1.6(g) hereof; (viii) "Final Installment Date" shall mean the fifth (5th) business day following the date of receipt by Purchaser and Seller of the Independent Accountant's certificate confirming the Final Gross Profits Amount pursuant to Section 1.6(h) hereof; (ix) "Initial Installment Payment" shall mean an amount equal to fifty percent (50%) of the Initial Gross Profits Amount; (x) "Final Installment Payment" shall mean an amount equal to fifty percent (50%) of the Final Gross Profits Amount; (xi) "Service Revenues Earned" shall mean the fees earned for provision of the following services ("Services"): bill xxxit, DRG audit, credit balance review, outpatient review, trauma review, infusion therapy audit, focus audit, consulting services and new services for which Shareholder has direct management responsibility during the term of her employment with Purchaser in accordance with the agreement attached hereto as Exhibit 5.11, net of any write-offs required due to client adjustment to billed amounts; and (xii) "Direct Cost of Providing Services" shall mean salaries, benefits and payroll taxes related to the auditors and preppers employed by Purchaser, fees paid to contract auditors or preppers in connection with Services, travel and automobile allowances for all auditors and preppers ...
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Positive Working Capital Balance such Positive Working Capital Balance, shall be paid to Seller from collections of the Company’s Accounts Receivable shown on Schedule 2.2.3 within thirty (30) days of collection to the extent such Accounts Receivable are collected in the 180 day period following Closing. Buyer shall use commercially reasonable efforts to collect such Accounts Receivable.
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Examples of Positive Working Capital Balance in a sentence

  • Samples and details of materialsshall be provided for all external surfaces of the dwelling and hard surfaced areas hereby permitted.

  • If the Final Working Capital is in excess of the Estimated Working Capital (the “Positive Working Capital Balance”), such Positive Working Capital Balance shall be paid to the Seller by the Buyer in immediately available funds within three (3) business days of such determination.

  • If the Final Working Capital is in excess of $5,700,000 (the “Positive Working Capital Balance”), such Positive Working Capital Balance shall be paid by Providence to the Sellers in immediatelyavailable funds within three (3) Business Days of such determination, subject to the provisions contained below.

  • Purchaser and Sellers agree to instruct the Escrow Agent in writing to disburse at the Subsequent Closing funds held under the Escrow Agreement to satisfy any Positive Working Capital Balance due Sellers and any Negative Working Capital Balance due Purchaser hereunder.

  • If the Final Working Capital of the Maple Companies is in excess of the Estimated Working Capital for the Maple Companies (“Positive Working Capital Balance”), such Positive Working Capital Balance, shall be paid to Seller from collections of the Maple Companies’ Accounts Receivable shown on Schedule 3.10 to the extent such Accounts Receivable are collected in the 270 day period following Closing.

  • If the Final Working Capital of the Company is in excess of the Estimated Working Capital (“Positive Working Capital Balance”), such Positive Working Capital Balance, shall be paid to Seller from collections of the Company’s Accounts Receivable shown on Schedule 2.2.3 within thirty (30) days of collection to the extent such Accounts Receivable are collected in the 180 day period following Closing.

  • If the Final Working Capital is in excess of the Estimated Working Capital (the “Positive Working Capital Balance”), such Positive Working Capital Balance shall be paid to Seller by Buyer in immediately available funds within three (3) business days of such determination.

  • Purchaser and Sellers agree that to the extent the funds held under the Escrow Agreement are insufficient to satisfy any Positive Working Capital Balance due Sellers or any Negative Working Capital Balance due Purchaser, Purchaser or Sellers, as the case may be, shall deliver to the other at the Subsequent Closing by wire transfer of immediately available funds an amount equal to any such shortfall.


More Definitions of Positive Working Capital Balance

Positive Working Capital Balance. The extent to which the Final Closing Net Assets is greater than the Estimated Closing Date Net Assets shall be referred to herein as a "Positive Net Assets Balance".
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Positive Working Capital Balance shall have the meaning specified in Section 2.9.6 of the Agreement.
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Positive Working Capital Balance means the amount, if any, by which the Final Working Capital Amount (as hereinafter defined) shall exceed the Preliminary Working Capital Amount; (iii) "Negative Working Capital Balance" shall mean the amount, if any, by which the Preliminary Working Capital Amount shall exceed the Final Working Capital Amount; (iv) "Final Working Capital Amount" shall mean an amount equal to the current assets of the Sellers, less the Assumed Obligations which are reflected as liabilities of Sellers, each as set forth on the Final Closing Date Balance Sheet (as hereinafter defined); and (v) "Closing Payment" shall mean an amount equal to Twenty Four Million Two Hundred Thousand Dollars ($24,200,000.00).
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Related to Positive 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.

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

  • 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.

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

  • 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).

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

  • Net Working Capital Target means $0.00.

  • 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.

  • 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 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.

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

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

  • Working Capital Target means $0.

  • 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;

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

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

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

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

  • Working Capital Adjustment has the meaning set forth in Section 2.5(a).

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

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

  • 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 Working Capital means $0.

  • 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.

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

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