Closing Date Adjusted Working Capital definition
Examples of Closing Date Adjusted Working Capital in a sentence
In the event that the Closing Date Adjusted Working Capital, as reflected on the report by the PHMD Accountants, shall be greater or less than the amount set forth on the Adjusted Closing Balance Sheet provided in Section 2.7(a) above, then and in such event a further adjustment in the DSKX Note shall be made.
If, on the Closing Date, Adjusted Working Capital is greater than $95,572,000.00, then the cash portion of the Purchase Price payable pursuant to Section 1.02(a) shall be increased by the amount by which Adjusted Working Capital exceeds $95,572,000.00 (the "Working Capital Excess").
If, on the Closing Date, Adjusted Working Capital is greater than $93,982,000.00, then the cash portion of the Purchase Price payable pursuant to Section 1.02(a) shall be increased by the amount by which Adjusted Working Capital exceeds $93,982,000.00 (the "Working Capital Excess").
The Closing Date Adjusted Working Capital Statement delivered by Parent to the Equityholder Representative shall be conclusive and binding upon the parties unless the Equityholder Representative, within thirty (30) days after receipt by the Equityholder Representative of the Closing Date Adjusted Working Capital Statement notifies Parent in writing that the Equityholder Representative disputes any of the amounts set forth therein, specifying the nature of the dispute and the basis therefor.
The term "FINAL ADJUSTED WORKING CAPITAL" shall mean (i) the Closing Date Adjusted Working Capital as set forth in the Adjustment Report if the Sellers accept the Adjustment Report as delivered or do not timely deliver an Objection Notice, or (ii) the Closing Date Adjusted Working Capital determined pursuant to Section 2(e)(iv) above, if the Sellers timely deliver an Objection Notice.
Refers to the report generated by Allied and/or Allied's Accountant reflecting the Closing Date Adjusted Net Tangible Investment, the Closing Date Adjusted Working Capital and the Closing Date Long Term Assumed Liabilities.
Within seventy-five (75) days after the Closing, Buyer shall prepare and deliver the Closing Adjustment Certificate to Seller, setting forth the calculations of the Closing Date Adjusted Net Indebtedness, the Closing Date Adjusted Working Capital and the Closing Date Transaction Expenses, in the form attached as Schedule E.
For purposes of this Section 2(e)(iv), as between the Sellers and the Stockholder on the one hand and the Purchaser on the other hand, the "losing party" in any such determination shall mean the party whose claimed Closing Date Adjusted Working Capital is farthest from the calculation of the Closing Date Adjusted Working Capital as determined by the Arbitrator.
Within 90 calendar days after the Closing Date, the Purchaser shall prepare and deliver to the Shareholder a statement of the Closing Date Adjusted Working Capital in reasonable detail, together with the calculation and the components thereof (the "PURCHASER'S WCA STATEMENT").
For the purposes of the Arbitrator's calculation of the Closing Date Adjusted Working Capital, the amounts to be included shall be the appropriate amounts from the Adjustment Report as to items that are not in dispute, and the amounts determined by the Arbitrator as to items from the Objection Notice that are submitted for resolution by the Arbitrator.