Working Capital Review Period definition

Working Capital Review Period has the meaning set forth in Section 2.04(c)(i).
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Working Capital Review Period has the meaning set forth in Section 4(c)(4) of this Agreement.
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Working Capital Review Period shall have the meaning set forth in Section 3.3(c). THIS XXXX OF SALE (the “Agreement”) is made, executed and delivered as of this day of 2005, by Agilent Technologies, Inc., a Delaware corporation (“Seller”), in favor of Argos Acquisition Pte. Ltd., a company organized under the laws of Singapore (“Buyer”).
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Examples of Working Capital Review Period in a sentence

  • If Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Working Capital Review Period, the Closing Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Working Capital Statement shall be deemed to have been accepted by Sellers.

  • No later than ten (10) business days after receipt of each such statement, Buyer shall pay Sellers an amount equal to the portion of Net Working Capital which relates to accounts receivable and inventory that has been paid or sold, respectively, after the Net Working Capital Review Period, which has not yet been paid; provided that, Buyer’s payments hereunder shall in no event exceed the Net Working Capital as determined in the Net Working Capital Statement.

  • If Net Working Capital is positive, on or prior to the end of the Net Working Capital Review Period, Buyer shall pay Sellers an amount equal to the Net Working Capital relating to (x) prepaid expenses and (y) accounts receivable and inventory which have been paid or sold, respectively, after Closing but prior to the end of the Net Working Capital Review Period.

  • On a monthly basis thereafter, to the extent Net Working Capital was not paid in full in accordance with the preceding sentence, Sellers may submit to Buyer a statement calculating the amount of accounts receivable and inventory that have been paid or sold, respectively, after the Net Working Capital Review Period.

  • On or prior to the last day of the Working Capital Review Period, Sellers’ Representative may object to the Closing Working Capital Statement by delivering to Buyer a written statement setting forth Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for Sellers’ Representative’s disagreement therewith (the “Statement of Objections”).

  • If no such statement is delivered by the Shareholder Representative to the Buyer within the Working Capital Review Period, the Shareholders shall be conclusively deemed to have accepted the Final Statement of Working Capital.

  • After receipt of the Closing Working Capital Statement, the Sellers’ Representative shall have 30 days (the “ Working Capital Review Period ”) to review the Closing Working Capital Statement.

  • If the Seller Representative fails to deliver the Statement of Objections before the expiration of the Working Capital Review Period, the Closing Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Working Capital Statement shall be deemed to have been accepted by the Sellers.

  • In the event, however, that the Shareholder Representative shall object to the Final Statement of Working Capital within the Working Capital Review Period, the Shareholder Representative and the Buyer shall promptly meet and in good faith attempt to resolve such objection(s).

  • If Xxxxxxx Partner fails to deliver the Statement of Objections before the expiration of the Working Capital Review Period, the Closing Working US-DOCS\151952090.11 Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Working Capital Statement shall be deemed to have been accepted by Xxxxxxx Partner.

Related to Working Capital Review Period

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

  • Working Capital Adjustment shall have the meaning set forth in Section 3.5(c)(i).

  • Estimated Working Capital Adjustment has the meaning given that term in Section 2.04(a).

  • Final Closing Working Capital has the meaning set forth in Section 2.4(e).

  • 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.

  • 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 equal to the difference between (i) the Working Capital of the Company as of the Closing Date and (ii) the Estimated Working Capital Amount. For the avoidance of doubt the Working Capital Adjustment Amount may be a negative number.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.

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

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

  • 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.

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

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

  • Working Capital Escrow Amount means $1,000,000.

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

  • Working Capital Advance has the meaning specified in Section 2.01(c).

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

  • Final Working Capital Statement has the meaning set forth in Section 2.04.

  • Working Capital Deficit means the amount by which the Working Capital is less than the Target Working Capital Amount.

  • 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.

  • 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).

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

  • Working Capital Reserve means a cash reserve held in the Operating Account that is readily available to Manager during the Term to finance the services, repairs and maintenance described in Section 5.2 including Minor Capital Expenditures and Major Capital Expenditures, insurance premiums for the Property described in Section 9.1, and utilities for the Property, in such amounts as determined by the Owner in its sole discretion.

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

  • Working Capital Target means $0.