Adjusted Net Current Assets definition

Adjusted Net Current Assets shall have the meaning ascribed to such term in Section 2.1.
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Adjusted Net Current Assets means the current assets of Entrada less all current liabilities of Entrada, excluding any intercompany payables, and otherwise computed in accordance with generally accepted accounting principles, consistently applied, and the "Share Price" means the greater of (i) the average closing price per share of Sync's common stock as reported by Nasdaq for the five (5) trading days immediately preceding the Closing Date, and (ii) $3.30. At or prior to the Closing, the Shareholder will contribute cash to the capital of Entrada such that the Adjusted Net Current Assets of Entrada at the Closing are not less than (iii) the Adjusted Net Current Assets as of May 31, 2000 ($150,000, or the "Baseline Amount") plus (iv) the Share Price multiplied by One Million (1,000,000). In it sole discretion, the Shareholder may contribute more cash to the capital of Entrada in an amount not to exceed the Share Price multiplied by Three Million (3,000,000). As used herein, the "Contribution" means the Adjusted Net Current Assets as of the Closing Date less the Baseline Amount.
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Adjusted Net Current Assets has the meaning given thereto in Schedule 5;
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Examples of Adjusted Net Current Assets in a sentence

  • For purposes hereof, the "Adjusted Net Current Assets" for the Companies shall mean an amount, calculated as of the date of determination, equal to the aggregate current assets of the Companies other than inventory (including all spare parts, stores and supplies relating to Company Vessels) reduced by the aggregate liabilities (both current and long-term, if any) of the Companies.

  • As used herein, the "Contribution" means the Adjusted Net Current Assets as of the Closing Date less the Baseline Amount.

  • During such period, SEACOR shall afford the SCF Representative access to any of its books, records and work papers necessary to enable the SCF Representative to review the Closing Balance Sheet and the accompanying calculation of the Adjusted Net Current Assets.

  • If the Closing Adjusted Net Current Assets exceeds the March Adjusted Net Current Assets, Sub shall pay to Sellers an aggregate amount equal to such excess.

  • The SCF Representative may dispute any amounts reflected in the Adjusted Net Current Assets by giving notice in writing to SEACOR specifying each of the disputed items and setting forth in reasonable detail the basis for such dispute.

  • Without limiting the generality of the foregoing, the Stockholder shall not, and shall not permit any of its subsidiaries, affiliates, representatives, agents or any other person acting for or on behalf of the Stockholder to, furnish or cause to be furnished any information with respect to the Holding Company or any of its subsidiaries to any person (other than the Buyer and its employees and agents and other than as required by law).

  • At or prior to the Closing, the Shareholder will contribute cash to the capital of Entrada such that the Adjusted Net Current Assets of Entrada at the Closing are not less than (iii) the Adjusted Net Current Assets as of May 31, 2000 ($150,000, or the "Baseline Amount") plus (iv) the Share Price multiplied by One Million (1,000,000).

  • At or prior to Closing, the Sellers shall pay or shall cause the Company to pay all Indebtedness of the Company (other than the MCG Debt Amount and any Indebtedness included in the calculation of Adjusted Net Current Assets as of the Closing Date), and shall deliver to the Purchaser documentation evidencing payoff of and release of claims in respect of such Indebtedness.

  • No later than the 60th day after the Closing Date, the Purchaser or its accountants shall prepare and deliver to the Stockholders’ Agent a balance sheet of the Company (the “Closing Adjusted Balance Sheet”), as of 11:59 p.m. EST on the Closing Date, and the Purchaser’s calculation, with supporting detail, of the Adjusted Net Current Assets (the “Closing Adjusted Net Current Assets”) in a manner consistent with the Method and GAAP.

  • Not later than five Business Days prior to the Final Closing, the Sellers shall compute an estimate of the Adjusted Net Current Assets as of the Escrow Closing Date (the "Estimated Adjusted Net Current Assets") and provide Buyers with a schedule setting forth the basis of such computation in reasonable detail.


More Definitions of Adjusted Net Current Assets

Adjusted Net Current Assets means, without duplication, the sum of Accounts Receivable and prepaid expenses, but in each case excluding Excluded Assets and any amounts receivable under the Sony Agreement, less, without duplication, (i) current liabilities, if any, assumed by the Company as Assumed Liabilities, (ii) Third Party Costs, Taxes (if any), unpaid collection/distribution expenses and releasing costs included in Assumed Liabilities, and (iii) liabilities which can be quantified associated with Permitted Encumbrances, in each case calculated as of the Escrow Closing Date in accordance with the Agreed Procedures. To the extent not deducted in the calculation of Adjusted Net Current Assets in accordance with the foregoing sentence, there shall be a reduction in Adjusted Net Current Assets for the amount of any payable arising to Grundy
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Adjusted Net Current Assets means, subject to Section 3.4(a)(ii), an amount equal to the consolidated current assets of SCF and its subsidiaries (including, but not limited to, cash and cash equivalents, marketable securities, deposits, accounts receivable and prepaid expenses but excluding the value of any shares of SEACOR Common Stock held by SCF) less 50% of the current assets of SCF Towboat III reduced by all consolidated current liabilities (excluding 50% of the current portion of the long-term debt associated with the barges owned by SCF Towboat III), as determined in accordance with GAAP (it being understood, that all intercompany accounts will be eliminated prior to determining Adjusted Net Current Assets).
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Adjusted Net Current Assets means current assets of the Company specifically identified on Schedule C, minus current liabilities of the Company specifically identified on Schedule C, all as of 11:59 p.m. EST on the Closing Date and prepared in a manner consistent with the Method and GAAP.
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Adjusted Net Current Assets means the excess of (i) the sum of the inventory, receivables, prepaid expenses plus other current assets of the Fitness Business over (ii) the sum of the following liabilities (excluding, however, any payables attributable to employee benefits and wage expenses, intercompany accounts payable, product liability claims or taxes other than sales taxes and state income taxes relating to sales of products of the Fitness Business): accounts payable, royalties payable, accrued expenses, deferred service revenue plus accrued warranty of the Fitness Business computed on an accrual basis in accordance with GAAP, applied on a consistent basis with the prior application of GAAP and using the same accounting methods, policies, practices, principles and classifications as were used in the preparation of the balance sheet as of September 30, 1999 attached hereto as Schedule 1.1-4.
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Adjusted Net Current Assets as of the Closing Date means, with respect to the Company on a consolidated basis, an amount equal to current assets minus current liabilities (excluding inter-company accounts payable and inter-company accounts receivable) as reflected in the Closing Date Balance Sheet prepared in accordance with GAAP (“Baseline Net Current Assets”), as such amount shall be (I) reduced by any outstanding liabilities (whether or not current liabilities but without duplication, i.e., unless already included in the calculation of Baseline Net Current Assets) (A) related to the acquisition of IT Stock International Limited or the acquisition of assets from ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and (B) related to employee severance or change of control payments triggered by the transaction contemplated hereby and (II) increased by 50% of deferred subscription revenue. For the avoidance of doubt, Baseline Net Current Assets (prior to any reductions or increases pursuant to clauses (I) and (II) of the foregoing sentence) shall be computed in accordance with the following:
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Related to Adjusted Net Current Assets

  • Net Current Assets means for any date of determination the net current assets of such Person at such date of determination calculated as set forth on Exhibit H attached hereto.

  • Adjusted Net Assets of such Guarantor at any date shall mean the lesser of (1) the amount by which the fair value of the property of such Guarantor exceeds the total amount of liabilities, including contingent liabilities (after giving effect to all other fixed and contingent liabilities incurred or assumed on such date), but excluding liabilities under the Guarantee of such Guarantor at such date and (2) the amount by which the present fair salable value of the assets of such Guarantor at such date exceeds the amount that will be required to pay the probable liability of such Guarantor on its debts (after giving effect to all other fixed and contingent liabilities incurred or assumed on such date), excluding debt in respect of the Guarantee of such Guarantor, as they become absolute and matured.

  • Adjusted Net Worth of each Guarantor shall mean the greater of (x) the Net Worth (as defined below) of such Guarantor and (y) zero; and (iii) the “Net Worth” of each Guarantor shall mean the amount by which the fair saleable value of such Guarantor’s assets on the date of any Relevant Payment exceeds its existing debts and other liabilities (including contingent liabilities, but without giving effect to any Guaranteed Obligations arising under this Guaranty or any guaranteed obligations arising under any guaranty of any Permitted Additional Indebtedness) on such date. Notwithstanding anything to the contrary contained above, any Guarantor that is released from this Guaranty pursuant to Section 17 hereof shall thereafter have no contribution obligations, or rights, pursuant to this Section 18, and at the time of any such release, if the released Guarantor had an Aggregate Excess Amount or an Aggregate Deficit Amount, same shall be deemed reduced to $0, and the contribution rights and obligations of the remaining Guarantors shall be recalculated on the respective date of release (as otherwise provided above) based on the payments made hereunder by the remaining Guarantors. All parties hereto recognize and agree that, except for any right of contribution arising pursuant to this Section 18, each Guarantor who makes any payment in respect of the Guaranteed Obligations shall have no right of contribution or subrogation against any other Guarantor in respect of such payment until the Termination Date. Each of the Guarantors recognizes and acknowledges that the rights to contribution arising hereunder shall constitute an asset in favor of the party entitled to such contribution. In this connection, each Guarantor has the right to waive its contribution right against any Guarantor to the extent that after giving effect to such waiver such Guarantor would remain solvent, in the determination of the Required Lenders.

  • Adjusted Net Book Value means, as of any date of determination, with respect to each Adjusted Program Vehicle as of such date, the product of 0.965 and the Net Book Value of such Adjusted Program Vehicle as of such date.

  • Consolidated Adjusted Net Worth means, as of any date of determination thereof, the Consolidated Net Worth less the total amount of all Restricted Investments in excess of 20% of Consolidated Net Worth, each as of such date of determination.