Excess Working Capital definition

Excess Working Capital means (1) where the Estimated Working Capital is less than the Target Working Capital, the amount, if any, by which Working Capital as set forth in the Final Closing Date Balance Sheet is greater than Estimated Working Capital and (2) where the Estimated Working Capital is greater than or equal to the Target Working Capital, the amount, if any, by which Working Capital as set forth in the Final Closing Date Balance Sheet is greater than Target Working Capital.

Excess Working Capital means any Working Capital remaining after payment of Deductions, Management Fees, allocations for reserves and retention of Reasonable Working Capital. For purposes of this Article “Reasonable Working Capital” shall mean an amount reasonably determined by Manager as shall be necessary for Manager to operate the Hotels in accordance with the Applicable Standards based upon the Annual Operating Budget and projected Gross Revenues for such Fiscal Year. Manager’s determination of Reasonable Working Capital shall be made at the same time as the monthly financial statements are prepared pursuant to Section 15.2 hereof, but in no event shall such amount exceed a sum equal to a ratio of current assets to current liabilities of 2:1 (but excluding from such calculation cash restricted or unavailable under any Cash Management Agreement).

Excess Working Capital means the amount by which the Company’s net working capital (defined as current assets less current liabilities (as adjusted for the elimination of short-term debt liability associated with the Convertible Notes, the elimination of liabilities for Transaction Fees, the elimination of liabilities arising from the obligation to pay premiums for the D&O Policy and without regard to any liability to Parent arising from Parent’s payment of any amounts under the Redemption Agreement on the Company’s behalf) under GAAP and computed according to Schedule 6.3(f) attached hereto) on the fifth (5th) business day prior to the Closing Date exceeds the Company’s net working capital at March 31, 2008 (as adjusted for the elimination of short-term debt liability associated with the Convertible Notes). “knowledge”, (A) as to Parent or Merger Sub, shall mean actual knowledge of the current officers and directors of such party and its subsidiaries, provided, that such current officers shall have made reasonable due and diligent inquiry of those employees of Parent whom such officers reasonably believe would have actual knowledge of the matters represented, and (B) as the Company, shall mean actual knowledge of Xxxxxxx Xxxxxxx, Xxxxxx Xxxxxx, Xxx Xxxxxx and the directors of the Company as of the Execution Date, provided, that such individuals shall have made reasonable due and diligent inquiry of those employees of the Company whom such individuals reasonably believe would have actual knowledge of the matters represented.

Examples of Excess Working Capital in a sentence

• The firm is required to deliver a copy of the executed subordination agreement to the regulator or, in Québec, the securities regulatory authority on the earlier of a) 10 days after the date the agreement is executed or b) the date an amount subordinated by the agreement is excluded from its calculation of excess working capital on Form 31-103F1 Calculation of Excess Working Capital.

• Market Risk – The amount on this line must be calculated according to the instructions set out in Schedule 1 to Form 31-103F1 Calculation of Excess Working Capital.

• A schedule supporting the calculation of any amounts included in Line 9 as market risk should be provided to the regulator or, in Québec, the securities regulatory authority in conjunction with the submission of Form 31-103F1 Calculation of Excess Working Capital.

• If, at any time, the excess working capital of a registered firm, as calculated in accordance with Form 31-103F1 Calculation of Excess Working Capital, is less than zero, the registered firm must notify the regulator or, in Québec, the securities regulatory authority as soon as possible.

• The excess working capital of a registered firm, as calculated in accordance with Form 31-103F1 Calculation of Excess Working Capital, must not be less than zero for 2 consecutive days.

More Definitions of Excess Working Capital

Excess Working Capital means $4,049,845.70 (representing an amount equal to $4,675,845.70 minus $626,000).

Excess Working Capital means the positive amount, if any, of (a) the estimated amount of Working Capital, as set forth on the certificate delivered pursuant to Section 7.3(m), less (b) the Minimum Working Capital Amount; it being understood that the estimated amount of Working Capital shall be calculated prior to the application of any amounts constituting an Excess Amount to pay down Pre-Closing Debt.

Excess Working Capital shall have the meaning as set forth in Section 16.3.

Excess Working Capital means any Working Capital remaining after payment of Deductions, Management Fees, allocations for reserves and retention of Reasonable Working Capital.

Excess Working Capital means the net working capital of HBI and the HBI Subsidiaries on a consolidated basis as of the Deemed Date in the amount of $32,000,000.

Excess Working Capital has the meaning set forth in Section 3.3(a).

Excess Working Capital for a corporation means, as of any date, the amount by which the Working Capital of such corporation exceeds the amount reflected in the column entitled "Minimum Working Capital Required" on page 6 of this Annex I with respect to such corporation.