Closing Net PPE Amount means the Value as of the Effective Time of the net property, plant and equipment included in the Purchased Assets as of the Effective Time, determined in accordance with the rules and regulations of the Applicable Commission.
Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).
Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).
Closing Net Working Capital means the Net Working Capital as of the open of business on the Closing Date.
Closing Cash Amount has the meaning set forth in Section 2.2.
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).
Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.
Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.
Closing Amount has the meaning set forth in Section 2.2(a).
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
Earnout Amount has the meaning set forth in Section 2.7(a).
Working Capital Adjustment Amount means the amount (which may be positive or negative) equal to the result of the Closing Net Working Capital minus the Target Working Capital Amount.
Target Net Working Capital Amount means $5,000,000.
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Remaining Net Positive Adjustments means as of the end of any taxable period, (i) with respect to the Unitholders holding Common Units or Subordinated Units, the excess of (a) the Net Positive Adjustments of the Unitholders holding Common Units or Subordinated Units as of the end of such period over (b) the sum of those Partners’ Share of Additional Book Basis Derivative Items for each prior taxable period, (ii) with respect to the General Partner (as holder of the General Partner Units), the excess of (a) the Net Positive Adjustments of the General Partner as of the end of such period over (b) the sum of the General Partner’s Share of Additional Book Basis Derivative Items with respect to the General Partner Units for each prior taxable period, and (iii) with respect to the holders of Incentive Distribution Rights, the excess of (a) the Net Positive Adjustments of the holders of Incentive Distribution Rights as of the end of such period over (b) the sum of the Share of Additional Book Basis Derivative Items of the holders of the Incentive Distribution Rights for each prior taxable period.
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Estimated Closing Indebtedness has the meaning set forth in Section 2.3(a).
Closing Indebtedness Amount means, as of immediately prior to the Effective Time, the aggregate amount of Indebtedness of the Company, including all accrued and unpaid interest, prepayment penalties or fees, and other unpaid fees and expenses payable in respect of such Indebtedness through the Effective Time.
Party B Final Exchange Amount The Sterling equivalent of the Party A Final Exchange Amount converted by reference to the Dollar Currency Exchange Rate.
True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.
Final Closing Working Capital has the meaning set forth in Section 2.5(d).
Target Working Capital Amount means Nineteen Million Dollars ($19,000,000).