SWH Equity definition

SWH Equity means, as of the Measurement Date, the difference between (1) the total assets of SWH and (2) the total liabilities of SWH, calculated in accordance with the example calculations set forth on Exhibit D, using the same principles and methodologies set forth on such schedule. In no event shall “SWH Equity” include any amounts with respect to (i) any income Tax assets and liabilities, (ii) any intercompany accounts and transactions, or (iii) any liabilities that are included in the definition of Indebtedness.
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Examples of SWH Equity in a sentence

  • Losses shall not include any items (A) included on the Latest Balance Sheet or (B) to the extent included in the calculation of (i) SWH Equity, (ii) SWHNY Equity or (iii) Group (Ex NY and Mass) Working Capital (in each case, solely with respect to the Pre-Closing Tax Period).

  • Notwithstanding the foregoing, if there is a Preliminary SWH Cash Deficiency and a Preliminary SWH Equity Deficiency, the Estimated Merger Consideration shall only be reduced by the greater of the Preliminary SWH Cash Deficiency and the Preliminary SWH Equity Deficiency and not by both the Preliminary SWH Cash Deficiency and the Preliminary SWH Equity Deficiency.

  • Notwithstanding the foregoing, if there is a SWH Cash Deficiency and a SWH Equity Deficiency, the Merger Consideration shall only be reduced by the greater of the SWH Cash Deficiency and the SWH Equity Deficiency and not by both the SWH Cash Deficiency and the SWH Equity Deficiency.