Statement of Net Working Capital definition

Statement of Net Working Capital has the meaning set forth in Section 2.4.
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Statement of Net Working Capital means the statement of Net Working Capital in substantially the form of Exhibit D attached hereto.
Sample 1
Statement of Net Working Capital has the meaning set forth in ss.2(h) below.
Sample 1

Examples of Statement of Net Working Capital in a sentence

  • In preparing the Statement of Net Working Capital it has been agreed that no accrual shall be made for sick and vacation pay entitlements for employees of Company.

  • In the event the total amount collected with respect to accounts receivable reflected on the Statement of Net Working Capital exceeds the amount of such accounts receivable net of the applicable reserve for bad debts, Purchaser shall pay the excess to Sellers pro rata on the 200th day following Closing.

  • Finally, with respect to any matter for which a reserve or liability was established on the Audited Statement of Net Working Capital, the Buyer shall not be entitled to indemnification for any Adverse Consequences under Section 8(b) to the extent of any such reserve or liability.

  • Except as paid out of the cash of Imperial or reflected as a liability on the Audited Statement of Net Working Capital, the Seller acknowledges and agrees that Imperial has not borne or will not bear any of the Seller's costs and expenses (including any of its legal fees and expenses and investment banking fees) in connection with this Agreement or any of the transactions contemplated hereby.

  • All determinations by the Independent Accountant shall be final, conclusive and binding upon the Parties with respect to the Audited Statement of Net Working Capital and the allocation of fees and expenses.

  • Subject to any applicable reserve established on the Audited Statement of Net Working Capital, and except as disclosed on Schedule 4(l) of the Disclosure Schedule, each product manufactured, sold or delivered by Imperial has been in conformity with all applicable contractual commitments and all express or implied warranties in all material respects.

  • The Audited Statement of Net Working Capital shall be determined in accordance with GAAP applied on a basis consistent with the preparation of the Financial Statements.

  • Conversely, the Purchase Price will be adjusted upward, on a dollar-for-dollar basis, to reflect the increase, if any, in the Net Working Capital of Imperial as disclosed on the Audited Statement of Net Working Capital as finally determined from the amount of the Net Working Capital of Imperial as disclosed on the Preliminary Statement of Net Working Capital.

  • The post-Closing adjustment to the Purchase Price, if any, plus interest on the amount of any such adjustment calculated at a per annum rate of five per cent (5%) from the Closing Date, shall be paid by the Seller to the Buyer or by the Buyer to the Seller, as the case may be, in immediately available funds within fifteen (15) days of delivery of the Audited Statement of Net Working Capital as finally determined.

  • For the avoidance of doubt, Net Working Capital shall (i) include only current assets and current liabilities to the extent that such assets and liabilities are of the type and kind included in the Example Statement of Net Working Capital and (ii) establish levels of reserves and materiality using the same principles, practices, methodologies and procedures and in the same manner as such levels were established in preparing the Example Statement of Net Working Capital.

Related to Statement of Net Working Capital

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

  • Net Working Capital means current assets minus current liabilities.

  • Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.

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

  • Target Net Working Capital means $0.

  • Closing Net Working Capital means Net Working Capital as of the Adjustment Calculation Time.

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

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

  • 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.

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

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

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

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

  • 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 2.5.

  • 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.

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

  • 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).

  • Working Capital Assets means the current assets of the Company as of the Effective Time (including all Cash and Cash Equivalents), determined in accordance with Accounting Principles but excluding any Tax assets.

  • Target Net Working Capital Amount means $0.

  • Net Working Capital Target means $0.00.

  • Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).