Calculation of Net Working Capital Sample Clauses
The Calculation of Net Working Capital clause defines how the net working capital of a business will be determined, typically in the context of a transaction such as a merger or acquisition. It outlines the specific components to be included or excluded in the calculation, such as current assets and current liabilities, and may specify the accounting methods or reference dates to be used. This clause ensures both parties have a clear, agreed-upon method for calculating net working capital, which is often used to adjust the purchase price and prevent disputes over post-closing financial adjustments.
Calculation of Net Working Capital. Seller shall deliver to Bridgeline the calculation of the Seller Net Working Capital in accordance with Section 1.2(b).
Calculation of Net Working Capital. Current Assets (1) - Current Liabilities (1)
Calculation of Net Working Capital. Within 10 Business Days after the filing of the Current Report on Form 8-K together with Seller’s audited financial statements in accordance with Section 6.02, the costs of which shall be paid by Parent or Buyer, Buyer shall cause to be prepared and delivered to Seller a statement in the form attached as Exhibit A (the “Closing Statement”), setting forth Buyer’s good faith calculation of the Closing Net Working Capital, along with copies of any working papers, trial balances and similar materials relating to the Closing Statement prepared by or on behalf of Buyer.
Calculation of Net Working Capital. Not less than three (3) Business Days prior to the anticipated Closing Date, MGEX shall deliver to Acquiror in writing a closing statement (the “Closing Statement”) as of the close of business on the Closing Date, which shall consist of a statement setting forth MGEX’s good faith estimate of (a) Net Working Capital, which estimate shall be determined in accordance with GAAP, along with reasonable supporting documentation used in the preparation thereof, including a balance sheet of MGEX as of the Closing Date, which shall be prepared in accordance with GAAP, and (b) Expenses of MGEX, MGEX Holdings and its Affiliates, together with reasonable supporting documentation. MGEX shall consider in good faith, and update the Closing Statement to reflect as agreed to by MGEX, any comments by Acquiror on such Closing Statement. The Closing Statement shall be accompanied by a certificate executed by the chief financial officer of MGEX stating that the Closing Statement has been prepared in accordance with the requirements of this Agreement and GAAP.
Calculation of Net Working Capital. Net Working Capital will be ---------------------------------- determined as of the close of business on May 31, 1997 based on a balance sheet (the "Closing Balance Sheet") prepared by Buyer's independent chartered accountant in accordance with Canadian generally accepted accounting principles subject to the following:
(a) Purchased Inventory will be valued at the lower of cost or market value, with no value being given to obsolete (i.e., not usable or saleable in the ordinary course within 270 days) or damaged inventory not usable in the ordinary course of business;
(b) Cash Equivalents will be valued at fair market value as of the close of business on May 31, 1997;
(c) Accounts Receivable will be valued as of the close of business on May 31, 1997, net of a reserve in an amount consistent with the reserve established in the audited financial statement for Delta Play prepared by Ernst & Young and the unaudited financial statement for Safeplay for the year ended March 31, 1997 (the "Reserve"), with no value being given to Accounts Receivable more than ninety (90) days past due; and
(d) the warranty reserve consistent with the reserve established in the audited financial statement for Delta Play prepared by Ernst & Young and the unaudited financial statement for Safeplay for the year ended March 31, 1997.
Calculation of Net Working Capital. Within 10 days after the filing of the Current Report on Form 8-K (or an amendment thereto) that includes the Company’s audited financial statements as of the Closing Date in accordance with Section 6.01, Buyer shall prepare and deliver to the Sellers a statement in the form attached as EXHIBIT A (the “Closing Statement”), setting forth Buyer’s good faith calculation of Net Working Capital as of the Closing Date based upon such audited financial statements, along with copies of any working papers, trial balances and similar materials relating to the Closing Statement prepared by or on behalf of Buyer.
Calculation of Net Working Capital. The “Net Working Capital” shall be equal to the result of the following calculation: Trade receivables (+) Inventories (+) Trade payables (-) Each of the 3 balance sheet accounts listed above shall be calculated on a consolidated basis for the Group Companies and shall be defined and calculated consistently with the accounts bearing the same name in (x) the consolidated statement of financial position at December 31, 2013 included in the Consolidated Financial Statements and (y) the consolidated balance sheet for the period ended March 31, 2014 included in the Q1 Interim Report.
Calculation of Net Working Capital. Seller shall deliver to Bridgeline Software the calculation of the Seller Net Working Capital as of the Closing Date. Seller and Bridgeline Software shall agree on the calculation of Net Working Capital and, if necessary, pay amounts due to the Shareholders or Bridgeline Software, as the case may be, pursuant to Section 1.2(b) within forty-five (45) days from the Closing Date.