Examples of Sample Working Capital Calculation in a sentence
Without limiting the foregoing, the Baseline Closing Statement shall be prepared using the same accounting methods, policies, practices and procedures, with consistent classifications and estimation methodologies, as were used in the preparation of the Sample Working Capital Calculation.
The Closing Date Working Capital Amount shall be calculated in accordance with the Sample Working Capital Calculation and GAAP, using the policies, conventions, methodologies used by the Company in preparing the Audited Financial Statements, as of and for the period ended December 31, 2012, subject to exceptions for customary year-end adjustments.
The Closing Statement, the Final Merger Consideration and all computations, determinations, accounting principles and adjustments contained therein shall be prepared in accordance with the accounting principles, practices, procedures, policies, methods, classifications, judgments, assumptions, techniques, elections, inclusions, exclusions and valuation and estimation methodologies utilized in the preparation of the 2016 Audited Financial Statements and the Sample Working Capital Calculation.
Such costs include investment banking, accounting, legal and regulatory fees, severance and retention costs and other costs associated with the Merger.
The Closing Estimates shall be prepared in accordance with GAAP (and, with respect to Estimated Closing Working Capital, in accordance with the Sample Working Capital Calculation); provided, however, that for the purposes of this Section 2.2, the definition and calculation of Indebtedness will not include any items included in the Assumed Debt Amount.
The Closing Statement shall be prepared in accordance with the Accounting Principles and consistent with the Sample Working Capital Calculation.
Exhibit A Sample Working Capital Calculation Exhibit B Opinion of Counsel to Seller and NextNet Exhibit C Form of Release Agreement Exhibit D Commercial Agreements STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this "AGREEMENT") is made and entered into this 30th day of June, 2006 by and among Clearwire Corporation, a Delaware corporation ("SELLER"), NextNet Wireless, Inc., a Delaware corporation ("NEXTNET"), and Motorola, Inc., a Delaware corporation ("PURCHASER").
The calculation of Estimated Closing Date Net Working Capital shall be in the form and use the methodology set forth in Exhibit B hereto ("Sample Working Capital Calculation").
The Closing Balance Sheet will be prepared by Purchaser as of the Measurement Time in accordance with the Accounting Principles and, in the case of Working Capital, the Sample Working Capital Calculation.
The Company shall accrue as a current liability in the Sample Working Capital Calculation, the Estimated Working Capital Statement and the Closing Working Capital Statement the employer portion of all withholding Taxes payable with respect to all Options outstanding immediately prior to the Effective Time.