A/R Value definition
Examples of A/R Value in a sentence
In the event the amount of Accounts Receivable as of Closing Date differs from the Initial AR Value (the "ACTUAL AR VALUE"), the Base Purchase Price shall be adjusted by an amount equal to the difference between the Initial AR Value and the Actual AR Value.
Upon the submission of any Adjustment Notice, Buyer and Sellers shall work together in good faith after Sellers’ receipt of such Adjustment Notice in an attempt to agree on the Closing A/R Value and the Closing Inventory Value.
To the extent, if any, that the Deemed Closing Date A/R Value of the Current Receivables exceeds the Assigned A/R Value (such excess, the "Retained A/R Value"), the Seller shall retain the Current Receivables having a Deemed Closing Date A/R Value equal to the Retained A/R Value.
Buyer’s calculation of the Closing Date AR Value shall be final and binding on the Parties for purposes of this Section 2.6 unless, within 10 days after delivery thereof to Seller, Seller delivers to Buyer a written notice of dispute specifying in reasonable detail the items in dispute.
The Closing Date AR Value finally determined under this Section 2.6(b) shall be referred to as the “Final Closing Date AR Value”.
If the Estimated Closing Date AR Value is less than the Target AR Floor, then the Purchase Price and, as provided in Section 2.5(a), the Closing Cash Payment shall be reduced, on a dollar-for-dollar basis, by the amount by which the Estimated Closing Date AR Value is less than the Target AR Floor (the “Estimated Reduction Amount”).
If, in Buyer’s good faith judgment, Seller’s statement(s) do not fairly present the Closing A/R Value or the Closing Inventory Value, Buyer shall have the right to propose an adjustment to the Closing A/R Value and Closing Inventory Value or any component thereof within the Objection Period.
The Estimated Closing A/R Value will be calculated in accordance with the accounting practices set forth in Section 2.07(a)(ii) of the Disclosure Schedule.
The Uncollected Receivables shall not be included in the Closing Date AR Value for purposes of calculating the Final Closing Date AR Value pursuant to Section 2.6(b).
If the Estimated Closing Date AR Value is greater than the Target AR Ceiling, then the Purchase Price and, as provided in Section 2.5(a), the Closing Cash Payment, shall be increased, on a dollar-for-dollar basis, by the amount by which the Estimated Closing Date AR Value is greater than the Target AR Ceiling (the “Estimated Increase Amount”).