Valuation Date Working Capital Liabilities definition

Valuation Date Working Capital Liabilities means the sum of the liabilities of the Seller Parties included in the Assumed Liabilities, on a consolidated basis, that are classified as current liabilities in the Valuation Date Balance Sheet as determined in accordance with the Agreed Accounting Principles; provided, however, that in no event will Valuation Date Working Capital Liabilities include any (i) deferred tax liabilities, (ii) deferred revenue liabilities or (iii) any liabilities and obligations retained by the Seller Parties including those contemplated in Section 8.4.
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Related to Valuation Date Working Capital Liabilities

  • Consolidated Working Capital Adjustment means, for any period 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.

  • Closing Date Net Working Capital means the Net Working Capital of the Sellers under the Acquisition Agreements as of the Closing Date as determined pursuant to Section 1.7.

  • Net Working Capital Target means $0.00.

  • Target Net Working Capital Amount means $0.

  • 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.

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

  • Target Net Working Capital means $36,500,000.

  • Target Working Capital Amount means $162,000,000.

  • 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 means $0.

  • 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 Target means $0.

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

  • Working Capital Adjustment Amount has the meaning set forth in Section 2.16(a)(ii).

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

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