Estimated Closing Funded Debt shall have the meaning set forth in Section 2.11(a). “Estimated Closing Working Capital” shall have the meaning set forth in Section 2.11(a).

Estimated Closing Funded Debt respectively, for purposes of this Agreement. The Closing Statement shall set forth the calculations of such amounts in a manner consistent with the Sample Closing Statement and shall be prepared in accordance with the Transaction Accounting Principles; provided, however, that assets newly acquired and liabilities newly incurred following the date of the Sample Closing Statement that cannot be appropriately placed in line items previously used by HD Supply, but that constitute assets or liabilities of the Purchased Companies, Purchased Assets or Assumed Liabilities, will also be included to the extent consistent with the Transaction Accounting Principles. The Estimated Closing Working Capital, the Estimated Adjustment Amount, the Estimated Closing Cash Amounts and the Estimated Closing Funded Debt shall be used to calculate the Closing Purchase Price to be paid by Buyer to HD Supply, on behalf of the Sellers, at the Closing. For the avoidance of doubt, if HD Supply’s good-faith estimate of the Closing Working Capital is that the Closing Working Capital is equal to an amount that is not less than the Lower Working Capital Collar Amount and is also not greater than the Upper Working Capital Collar Amount, then the Estimated Adjustment Amount will be zero.

Estimated Closing Funded Debt has the meaning set forth in Section 3.01(c).

Examples of Estimated Closing Funded Debt in a sentence

The Estimated Adjustment Amount, the Estimated Closing Cash Amount and the Estimated Closing Funded Debt shall be used to calculate the Closing Purchase Price to be paid by Purchaser to Seller at the Closing.

More Definitions of Estimated Closing Funded Debt

Estimated Closing Funded Debt. The Closing Statement shall be prepared in accordance with the accounting principles, practices, methodologies and policies set forth on Section 2.10 of the Seller Disclosure Schedules (such principles, practices, methodologies and policies, collectively, the “Transaction Accounting Principles”). The Estimated Closing Working Capital, the Estimated Adjustment Amount, the Estimated Closing Cash Amount and the Estimated Closing Funded Debt shall be used to calculate the Closing Purchase Price to be paid by Purchaser to Seller at the Closing.

Related to Estimated Closing Funded Debt

Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).
Estimated Closing Indebtedness has the meaning set forth in Section 2.3(a).
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).
Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).
Closing Cash Amount has the meaning set forth in Section 2.2.
Estimated Closing Statement has the meaning set forth in Section 2.4(a).
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Final Closing Working Capital has the meaning set forth in Section 2.5(d).
Closing Balance Sheet has the meaning set forth in Section 2.4(a).
Closing Date Working Capital has the meaning specified in Section 2.3(b).
Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.
Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).
Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a).
Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.
Final Closing Indebtedness has the meaning set forth in Section 3.3(b).
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date
Preliminary Closing Balance Sheet shall have the meaning set forth in Section 2.3(c)(i).
Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.
Second Closing Date has the meaning set forth in Section 1.3.
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.
Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.

Estimated Closing Funded Debt definition

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