Estimated Closing Net Working Capital definition

Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).

Estimated Closing Net Working Capital is defined in Section 3.02(a).

Estimated Closing Net Working Capital means the Company’s good faith estimate of the Closing Net Working Capital as of the Effective Time as set forth in the Closing Statement delivered pursuant to Section 2.11(a), as such amount may be adjusted by mutual agreement of Buyer and the Company prior to Closing pursuant to Section 2.11(c).

Examples of Estimated Closing Net Working Capital in a sentence

• Seller shall provide Buyer and any accountants or advisors retained by Buyer with reasonable access to the Records of the Group Companies for the purpose of enabling Buyer and its accountants and advisors to calculate, and to review Seller’s calculation of the Estimated Closing Net Working Capital Amount, Estimated Closing Cash, Estimated Closing Indebtedness, Estimated Transaction Expenses and Estimated Purchase Price.

• The Sellers’ calculation of the Estimated Closing Net Working Capital shall be made on an estimated basis using the same accounting methodologies and procedures used to calculate the Reference Closing Net Working Capital as set forth on Schedule 2.2(a).

• The Closing Statement shall follow the format of the form of closing statement set forth in Annex D-1 (the “Form of Closing Statement”), and the Sellers’ Representatives shall determine any item constituting the Estimated Closing Net Working Capital, Estimated Closing Cash, Estimated Closing Company Indebtedness and Estimated Closing Company Transaction Expenses therein in accordance with the Applicable Accounting Standards and the applicable defined terms set forth herein.

• If the Buyers fail to produce the Preliminary Closing Statement within sixty (60) days after the Closing Date, then the Estimated Closing Net Working Capital, Estimated Closing Company Transaction Expenses, Estimated Closing Indebtedness and Estimated Closing Cash prepared by the Company shall become final and binding.

• If the Estimated Closing Net Working Capital is less than the Target Net Working Capital, then the Cash Consideration shall be decreased by the amount of such deficit.

More Definitions of Estimated Closing Net Working Capital

Estimated Closing Net Working Capital means Seller’s good faith estimate of the Net Working Capital of the Acquired Companies.

Estimated Closing Net Working Capital means Closing Net Working Capital as shown on the Pre-Closing Statement.

Estimated Closing Net Working Capital means Closing Net Working Capital, as estimated by the Company in good faith and delivered to Buyer at least two (2) Business Days prior to the Closing Date; provided that, in no event shall such amount be greater than $4,997,472.

Estimated Closing Net Working Capital means, with respect to each Specified Purchased Entity, CEOC’s good faith estimate of the Net Working Capital of such Specified Purchased Entity as of the Closing.

Estimated Closing Net Working Capital is defined in Section 1.5(c)(i).

Estimated Closing Net Working Capital is defined in Section 1.02.

Estimated Closing Net Working Capital has the meaning given to it in Section 1.3(i)(i)(A)