Working Capital Objection definition

Working Capital Objection has the meaning set forth in Section 4.6(f). Note that additional capitalized terms used herein are defined elsewhere in this Agreement or in certain of the Exhibits to this Agreement, including Exhibits 7.15 (Labor), 7.18 (Tax Matters) and 7.19 (Benefits).

Working Capital Objection has the meaning set forth in Section 2.3(d).

Working Capital Objection has the meaning set forth in Section 2.05(e)(i). “Working Capital Objection Deadline” has the meaning set forth in Section 2.05(e)(i). “Working Capital Shortfall Amount” has the meaning set forth in Section 2.05(a). “Working Capital Surplus Amount” has the meaning set forth in Section 2.05(a). “Working Capital Target” has the meaning set forth in Section 2.05(a). ARTICLE 2

Examples of Working Capital Objection in a sentence

• The Reviewing Accountant will apply accounting principles, in accordance with the provisions of this Agreement, to the issues at hand and will not have the power to alter, modify, amend, add to or subtract from any term or provision of this Agreement, and the Reviewing Accountant’s engagement will be limited in scope to the disputed issues and amounts identified in the Working Capital Objection Notice.

• The Buyer and the Seller shall use reasonable commercial efforts in good faith to resolve any objections raised in the Working Capital Objection Notice for 30 days.

• If the Class A Holder does not deliver the Shareholders’ Company Working Capital Objection Notice within the Shareholders’ Company Working Capital Objection Period, the parties will be deemed to have agreed in all respects with Purchaser’s Company Working Capital Calculation and it shall be deemed the final calculation ofCompany Working Capital.

• Any Shareholders’ Company Working Capital Objection Notice shall specify in reasonable detail those items or amounts as to which theClass A Holder disagrees and the basis for disagreement.

• Where relevant ecological features were present, target notes were recorded and the position ofthese mapped.

• In making such calculation, the Arbitrating Accountant shall consider only those items or amounts in Purchaser’s Company Working Capital Calculation as to which the Class A Holder has, in the Shareholders’ Company Working Capital Objection Notice, disagreed and such other issues as may reasonably be affected by the items as to which the Class A Holder has disagreed.

• If the Class A Holder disagrees with Purchaser’s Company Working Capital Calculation, then the Class A Holder may, within thirty (30) days (the “ Shareholders’ Company Working Capital Objection Period”) after the valid delivery by Purchaser of Purchaser’s Company Working Capital Calculation, deliver a notice (the “Shareholders’ Company Working Capital Objection Notice”) to Purchaser disputing such calculation and setting forth the Class A Holder’s calculation thereof.

• If the Seller does not provide such Working Capital Objection Notice within such 30-day period, the Seller shall be deemed to have accepted the Closing Balance Sheet and the Adjusted Working Capital Statement.

• The Closing Date Working Capital as finally determined by (A) failure of Parent to deliver a Parent Closing Balance Sheet and Parent Working Capital Statement, or (B) failure of the Representative to deliver a Working Capital Objection Statement, or (C) agreement 30 of the Representative and Parent (including pursuant to a notice by the Representative that the Parent Working Capital Statement is acceptable), or (D) the Neutral Auditor, shall be the “Final Working Capital”.

• Within fifteen (15) days following the Seller’s submission of the unresolved elements of the Working Capital Objection as specified in sub-clause (i) above, the Purchaser shall submit its response to the CPA Firm in writing (with a copy to the Seller), supported by any documents or affidavits upon which such response relies.

More Definitions of Working Capital Objection

Working Capital Objection is defined in Section 1.7(f).

Working Capital Objection shall have the meaning set forth in Section 3.3(c).

Working Capital Objection has the meaning set forth in Section 2.05(e)(i).