Estimated Total Assets definition

Estimated Total Assets means the total assets of the Company (other than (i) the Company’s shareholding in the Direct Subsidiary; and (ii) amounts due to the Company from other Group Companies) as set out in Schedule 5;
Estimated Total Assets means the total assets of the Company (other than (i) the Company’s shareholding in the Direct Subsidiary; and (ii) amounts due to the Company from other Group Companies) as set out in Schedule 5; “Estimated Total Liabilities” means the total liabilities of the Company (other than (i) pursuant to the Loan Note; (ii) amounts due from it to other Group Companies; and (iii) the Other Receivables) as set out in Schedule 5; “Estimated Total Working Capital” means the Estimated Total Assets minus the Estimated Total Liabilities; “Existing Facilities” means the facilities provided pursuant to the Common Terms Agreement; “Existing Finance Parties” means each “Finance Party” as defined in the Common Terms Agreement; “Financial Debt” means all borrowings and other indebtedness by way of overdraft, acceptance credit or similar facilities, loan stocks, bonds, debentures, notes, debt or inventory financing, finance leases or sale and lease back arrangements or any other arrangements the purpose of which is to borrow money, together with forex, interest rate or other swaps, hedging obligations, bills of exchange, recourse obligations on factored debts and obligations under other derivative instruments; “Fundamental Warranties” means those Seller’s Warranties set out in paragraphs 1, 2 and 22 of Schedule 2 (Seller’s Warranties); “Fundamental Warranty Claim” means any claim for breach of a Fundamental Warranty; “Governmental Authority” means any supranational, national, state, municipal or local government (including any subdivision, court, administrative agency or commission or other 4 authority thereof) or any other supranational, governmental, intergovernmental, body, department or organisation, including the European Union, or any regulatory body appointed by any of the foregoing, in each case, in any jurisdiction; “Group” means the Group Companies, taken as a whole; “Group Companies” means the Company, the Direct Subsidiary, the Holding Companies and the Project Companies and “Group Company” means any one of them; “Guaranteed Obligations” has the meaning given to it in Clause 13.1; “Holding Companies” means the companies listed in Part C of Schedule 1 (Group Details); “IASB” means the International Accounting Standards Board; “IFRS” means the body of pronouncements issued by the IASB, as adopted for use in the European Union further to the IASB regulation (EC 1606 / 2002), including International Financial Reporting Standards and interpretations approved by the IASB ...

Examples of Estimated Total Assets in a sentence

  • If the Actual Total Assets is ------------------------ greater than the Estimated Total Assets, the Purchaser will, within five (5) Business Days after the determination thereof, pay to the Seller an amount equal to the sum of (A) the Actual Total Assets minus the Estimated Total Assets plus (B) interest on such difference from the Closing Date to ---- the date of payment at an interest rate equal to the "Prime Rate" as ---------- listed in the Wall Street Journal on the Closing Date (the "Prime Rate").

  • The Total Assets, Balance Sheet Liabilities, Bonus Amount, Swept Cash and Transaction Costs set out in the Estimated Statements shall be referred to as the "Estimated Total Assets", the "Estimated Balance Sheet Liabilities", the "Estimated Bonus Amount", the "Estimated Swept Cash" and the "Estimated Transaction Costs", respectively.

  • The amount of the Total Assets as finally estimated pursuant to this Section 2.3(a), is referred to herein as the "Estimated Total Assets." At the Closing, if the Estimated ---------------------- Total Assets is less than the Baseline Total Assets, then the Purchase Price will be decreased by the amount of such deficiency, and if the Estimated Total Assets is greater than the Baseline Total Assets, then the Purchase Price will be increased by the amount of such excess.

  • If the Actual Total --------------------------- Assets is less than the Estimated Total Assets, the Seller will, within five (5) Business Days after the determination thereof, pay to the Purchaser an amount equal to (A) the Estimated Total Assets minus the Actual Total Assets plus (B) interest on such difference from the Closing ---- Date to the date of payment at an interest rate equal to the Prime Rate.