Estimated Net Book Value Sample Clauses

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Estimated Net Book Value. (w) total assets of the Target Businesses less (x) total liabilities of the Target Businesses, in each case, as set forth on the Initial Balance Sheet (with such changes as may be agreed upon by Buyer and Seller pursuant to Section 1.5.2(a), if any).
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Estimated Net Book Value. Prior to the Closing, the Company will prepare an estimate of the Closing Date Net Book Value (as defined in Section 2.6(c)) of the Company, which estimate will be based on the interim financial statements of the Company as of the end of the accounting period next preceding the Closing Date (the "Estimated Net Book Value"). The Company shall deliver the estimate to the Buyer for Buyer's approval. The difference (positive or negative) between the Estimated Net Book Value and the Base Net Book Value is referred to herein as the "Estimated Net Book Value Adjustment."
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Estimated Net Book Value. The Estimated Net Book Value shall be equal to or greater than $2,100,000.
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Estimated Net Book Value. Prior to the Closing, the parties jointly will prepare an estimate of the Closing Date Net Book Value (as defined in Section 2.3(c)) of the Company, which estimate will be based on the interim financial statements of the Company as of the month end next preceding the Closing Date (the "Estimated Net Book Value"). The difference (positive or negative) between the Estimated Net Book Value and the Pro Forma Net Book Value is referred to herein as the "Estimated Net Book Value Adjustment."
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Estimated Net Book Value. The net book value of the tangible, realizable assets of the Company less Company Aggregate Obligations as estimated by Parent in its good faith five days prior to the Closing Date shall not be less than negative $1,500,000.
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Estimated Net Book Value. (a) If the Closing Date is on or before November 15, 2002, the estimated net book value of Company shall be determined as of October 31, 2002, utilizing the accounting principles and line items used in the preparation of the Reference Balance Sheet. Parent shall deliver to Purchaser no later than November 6, 2002, its estimate of the Company's net book value as of October 31, 2002, which estimate shall be in reasonable detail, in a format comparable to the Reference Balance Sheet and shall be signed by the President of Company. (b) If the Closing Date is after November 15, 2002, the estimated net book value of Company shall be determined as of the second day business day prior to the Closing Date utilizing the accounting principles and line items used in the preparation of the Reference Balance
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Estimated Net Book Value. The Company shall have delivered to Acquiror the Estimated Closing Balance Sheet.
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Estimated Net Book Value. The Estimated Net Book Value set forth on the Pre-Closing Certificate shall be at least $2,276,271.
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Related to Estimated Net Book Value

  • Consolidated Net Worth The Company will not permit Consolidated Net Worth at any time to be less than US$165,000,000 plus the cumulative sum of 25% of Consolidated Net Earnings (but only if a positive number) for each fiscal quarter ending after June 30, 2004.

  • Minimum Consolidated Net Worth Consolidated Net Worth will at no time be less than $550,000,000 plus 25% of the consolidated net income of the Borrower at the end of each fiscal quarter for each fiscal year commencing after the fiscal year ending December 31, 1994.

  • Adjusted Tangible Net Worth On the Effective Date, Seller’s Adjusted Tangible Net Worth is not less than the amount set forth in Section 2.1 of the Pricing Side Letter.

  • Consolidated Tangible Net Worth The net worth of Seller and its consolidated subsidiaries, on a combined basis, determined in accordance with GAAP, minus (ii) all intangibles determined in accordance with GAAP (including goodwill, capitalized financing costs and capitalized administration costs but excluding originated and purchased mortgage servicing rights or retained residual securities) and any and all advances to, investments in and receivables held from affiliates; provided, however, that the non-cash effect (gain or loss) of any ▇▇▇▇-to-market adjustments made directly to stockholders’ equity for fluctuation of the value of financial instruments as mandated under the Statement of Financial Accounting Standards No. 133 (or any successor statement) shall be excluded from the calculation of Consolidated Tangible Net Worth.

  • Gross Asset Value The term "Gross Asset Value" means, with respect to any asset, the asset's adjusted basis for federal income tax purposes, except as follows: