Closing Working Capital Balance definition

Closing Working Capital Balance has the meaning set forth in Section 4.3(a).

Closing Working Capital Balance has the meaning ascribed to such term in Section 4.3(a).

Closing Working Capital Balance has the meaning ascribed to such term in Section 2.16(a).

Examples of Closing Working Capital Balance in a sentence

• All refunds for any Retained Taxes (including all refunds of any Target Company for a Pre-Closing Tax Period) (whether in the form of cash received or a credit or offset against Taxes otherwise payable) to the extent not included in the Closing Working Capital Balance shall be for the benefit of Weatherford.

• If the aggregate amount of Tax accruals and reserves included in the Closing Working Capital Balance, as finally determined, exceeds the aggregate amount of Taxes actually paid after the Closing by Acquiror or the Target Companies or any of their affiliates to Taxing Authorities for Pre-Closing Tax Periods, the excess shall be treated as a refund of Taxes.

• If the Closing Working Capital Balance is less than the Working Capital Target by $1,000,000 or more, then the Purchase Price will be decreased by, and Weatherford will pay to Acquiror, the amount of the difference between the Working Capital Target and the Closing Working Capital Balance.

• If, prior to the one year anniversary of the date of the Domestic Closing, the Acquiror or any of its Affiliates collects any Reserved Accounts Receivable that were not added back to the Closing Working Capital Balance in accordance with the immediately preceding sentence, then the Acquiror or its Affiliates will promptly remit all such amounts to Weatherford.

• Any payment in respect of an adjustment required to be made under Section 2.7 will be made by Acquiror or Weatherford, as applicable, in cash by wire transfer of immediately available funds to one account specified by Acquiror or Weatherford in writing, within five Business Days following the final determination with respect to the Closing Working Capital Balance.

• Acquiror Indemnitees shall not be entitled to make any claim under this Section 9.2(a) in respect of any matter to the extent that such matter has been taken into account as a liability or reduction to the final Closing Working Capital Balance determined in accordance with Section 2.6.

• As used in this Section 6.12, “Actual Uncollected Receivables” means all Accounts receivable of the Company as of the Balance Sheet Date which were not included in final Closing Working Capital Balance.

• The failure by Weatherford to so express disagreement and provide such notice within such 60 day period will constitute acceptance of Acquiror’s preparation of the Closing Date Balance Sheet and computation of the Closing Working Capital Balance.

• The Accountants are authorized to select only the Closing Working Capital Balance as presented by Acquiror or Weatherford and shall not select any other amount as the Closing Working Capital Balance.

• The failure by the Seller to so express disagreement and provide such notice within such 30 day period will constitute the acceptance of the Buyer’s preparation of the Closing Date Balance Sheet and the Closing Statement and the computation of the Closing Working Capital Balance, each of which will be deemed agreed, final and binding on the parties.