Examples of Estimated Adjusted Working Capital in a sentence
Parent shall have received the Estimated Adjusted Working Capital and the Estimated Adjusted Working Capital Certificate from the Company pursuant to Section 1.9(a) of this Agreement and Section 4.15 of this Agreement.
The Estimated Adjusted Working Capital Statement will have been prepared by the Company in accordance with GAAP, applied using the same accounting methods, practices, principles, policies and procedures, with consistent classifications that were used in the preparation of the Financials.
Except as otherwise stated therein, the Estimated Adjusted Working Capital shall be prepared by the Company in accordance with GAAP and the methodologies set forth on Schedule 3.4(a).
The Parent provided Purchaser access to such back up data related to the preparation of the Estimated Adjusted Working Capital as Purchaser reasonably requested and Purchaser agreed to compute the Estimated Purchase Price on the basis of the Estimated Adjusted Working Capital.
Upon receipt of the Estimated Adjusted Working Capital, the parties shall determine whether there is a Working Capital Surplus or Deficit Amount and the “Estimated Cash Purchase Price,” based upon the Estimated Working Capital.
Attached as Schedule 5.2 is an agreed template of the spreadsheet that will be used by the Company CFO in preparing the Projected Closing Date Balance Sheet and the adjustments thereto necessary to determine the Estimated Adjusted Working Capital of the Company at and as of the Closing Date.
Xxxxxx Sub, Buyer’s Sub 1 and the CRC Shareholders agree that an amount equal to the First Merger Consideration plus the First Merger Estimated Adjusted Working Capital plus the First Merger Post-Closing Adjustment shall be allocated pro-rata among CRC Shareholders in respect of their relative holdings of CRC Shares immediately prior to the First Merger Effective Date (the “CRC Equity Allocation”).
Jobs other than those specified below will be posted for bid if the Employer determines there is an operational need.
During the forty-five (45) day period following the Closing Date, Sellers’ accountant shall prepare the working capital calculations and shall deliver to Buyer a final post closing calculation adjusted for any changes to the Estimated Adjusted Working Capital to reflect the actual amount of the Adjusted Working Capital as of the Closing Date (“Post Closing Working Capital Calculations”).
The parties hereto agree to use the procedures set forth in Section 20 with respect to estimating the Estimated Adjusted Working Capital as of the Closing Date and adjusting the Initial Amount if necessary.