Common use of Working Capital Purchase Price Adjustment Clause in Contracts

Working Capital Purchase Price Adjustment. (a) Section 2.7 of the Seller Disclosure Schedule sets forth a calculation of the net working capital of the Business as of the Balance Sheet Date (the “Sample Closing Statement”), including the asset and liability line items used in such calculation, and assuming that all of such asset and liability line items that constitute Acquired Assets or Assumed Liabilities under this Agreement will be transferred to Purchaser as of the Closing Date.

Working Capital Purchase Price Adjustment. (a) Section 2.7 2.9 of the Seller Disclosure Schedule Schedules sets forth a calculation of the net working capital of the Business as of the Balance Sheet Date Target Working Capital (the “Sample Closing Statement”), including the asset and liability line items items, general ledger accounts and accounting principles used in such calculation, and assuming that all of such asset and liability line items that constitute Acquired Assets or Assumed Liabilities under this Agreement will be transferred calculation to Purchaser as of the Closing Dateextent not consistent with GAAP (the “Transaction Accounting Principles”).

Working Capital Purchase Price Adjustment. (a) Section 2.7 of the Seller Disclosure Schedule sets forth a statement showing the calculation of the net working capital of the Business as of the Balance Sheet Date Date, including the supporting documentation (collectively, the “Sample Closing Statement”), including the asset and liability line items and accounting principles used in such calculation, and assuming that all of only such asset and liability line items items, if any, that constitute Acquired Assets or Assumed Liabilities under this Agreement will be transferred to Purchaser as of the Closing Date.