Final Net Working Capital Amount definition

Final Net Working Capital Amount means Buyer’s calculation, as of immediately prior to the Closing Effective Time, of the Net Working Capital Amount, which such calculation shall be included in the Final Balance Sheet Certificate.

Final Net Working Capital Amount shall have the meaning set forth in Section 3.2(g).

Final Net Working Capital Amount has the meaning set forth in Section 2.06(b).

Examples of Final Net Working Capital Amount in a sentence

• If the amount accrued for such Taxes in the Final Net Working Capital Amount exceeds the actual unpaid liability of the Company due in respect of Pre-Closing Tax Returns (such excess the “Reduced Tax Liability”), the amount of the Reduced Tax Liability shall be for the account of the stockholders and optionholders of the Company, and the Acquiror shall pay over to the stockholders and optionholders of the Company any such amount within 15 days after receipt or entitlement thereto.

• Purchaser will provide the contractually required DIRECTV Services to any Active Subscriber whose pre-payment for such DIRECTV Services is reflected in the calculation of Final Net Working Capital Amount; provided, however, if such Active Subscriber terminates the service, DIRECTV will refund the unused portion of such pre-paid amount.

• The Buyer and the Seller agree that once the Final Net Working Capital Amount is finally determined pursuant to this Section 2.5, they will promptly prepare and send a written notice to the Escrow Agent, in accordance with the terms and conditions of the Escrow Agreement, which provides the allocation of the Escrow Amount in accordance with this Section 2.5. If there are any conflicts with respect to the distribution of interest, the terms of the Escrow Agreement shall govern such distributions.

• Final Net Working Capital Amount and the Final Net Working Capital Amount shall be determined in accordance with the accounting principles, policies, practices and methods utilized in the preparation of the Opening Statement, as disclosed in the notes to the Opening Statement, except as otherwise set forth in Note 8 to the Opening Statement.

• Notwithstanding anything to the contrary in this Article X, the parties agree that no amount shall be due under this Article X to the extent that it duplicates another amount already paid or accounted for under this Article X or in the calculation of the Final Indebtedness Amount, Final Net Working Capital Amount, Final Transaction Expenses or amounts that would otherwise be included the Cash Amount but were excluded as a result of the limitation contained therein relating to customer deposits.

More Definitions of Final Net Working Capital Amount

Final Net Working Capital Amount shall have the meaning set forth in Section 4.6(f)(i).

Final Net Working Capital Amount shall have the meaning specified in Section 1.10(e)(i) hereof.

Final Net Working Capital Amount shall be equal to (i) the Reviewed Net Working Capital Amount, in the event that Sellers do not provide a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.4(e) or (ii) the as-adjusted Reviewed Net Working Capital Amount as determined by the Independent Accountant pursuant to Section 2.4(f), in the event that Sellers provide a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.4(e). The Final Net Working Capital Amount shall be set forth on the “Final Closing Balance Sheet”, which shall be (x) the Reviewed Closing Balance Sheet in the event that Sellers do not provide a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.4(e) or (y) the as-adjusted Reviewed Closing Balance Sheet as determined by the Independent Accountant pursuant to Section 2.4(f), in the event that Sellers provide a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.4(e).

Final Net Working Capital Amount shall ultimately be equal to (i) the Closing Net Working Capital Amount as shown on the Closing Working Capital Statement in the event that (x) no Objection is delivered to the Sellers during the initial 30-day period specified above, (y) the Objection delivered to the Sellers does not set forth any dispute with respect to the Closing Net Working Capital Amount or (z) the Sellers and Buyers so agree, (ii) the Closing Net Working Capital Amount as adjusted in accordance with the Objection, in the event that (x) the Sellers do not respond to the Objection within the specified 30-day period following receipt by the Sellers of the Objection or (y) the Sellers and Buyers so agree, or (iii) the Closing Net Working Capital Amount as adjusted by either (x) the

Final Net Working Capital Amount means the Net Working Capital Amount, “Final Company Debt” means the Company Debt, “Final Closing Cash” means the Closing Cash, “Final Unpaid Transaction Expenses” means the Unpaid Transaction Expenses, in each case, as finally agreed or determined in accordance with Section 1.4(d).

Final Net Working Capital Amount means Net Working Capital, as finally determined pursuant to Section 1.04.

Final Net Working Capital Amount means, as applicable, (i) the Closing Net Working Capital Amount, if undisputed by Parent, (ii) the Closing Net Working Capital Amount, as adjusted by mutual agreement pursuant to this Section 1.5(b), or (iii) the Closing Net Working Capital Amount, as adjusted pursuant to this Section 1.5(b) by the Independent Accounting Firm.