Closing Date Net Working Capital Amount definition
Examples of Closing Date Net Working Capital Amount in a sentence
No indemnity shall, furthermore, be paid if and to the extent that any provision, reserve, debt or expense for the specific matter giving rise to a claim was specifically taken into account in the Financial Statement, in the computation of the Closing Date Net Working Capital Amount or in Schedule 1.3a.
The costs of the Tail Policy shall be fully accrued for on the Closing Balance Sheet and shall be included in the calculation of the Closing Date Net Working Capital Amount (except to the extent previously paid by the Company).
If (A) the sum of (1) Closing Date Net Working Capital Amount, plus (2) the Collected Receivables Amount as finally determined pursuant to this Section 2.3, minus the Happy ▇▇▇▇▇ Impairment (if any) is less than (B) the Reference Net Working Capital Amount, the Members’ Representative, on behalf of the Company Members, shall cause such shortfall to be paid to the Emdeon Entities out of the Escrowed Consideration pursuant to this Section 2.3(a)(v) and the Escrow Agreement.
Furthermore Purchaser shall repay by wire transfer the intercompany loans Seller and Seller’s Affiliated Companies have granted to the Companies as listed in Schedule 3.3.2 (such loans shall be taken into account as financial debt in the calculation of the Closing Date Net Working Capital Amount).
The Closing Date Net Working Capital Amount contains provisions to cover all Taxes caused by profits realized or business transacted by the Companies from January 1, 2002 until the Closing Date to the extent included in Schedule 1.2, if such Taxes have not yet been paid before such date.