Working Capital Basket definition

Working Capital Basket means $50,000.
Working Capital Basket has the meaning set forth in Section 1.4(c).
Working Capital Basket means the Basket as reduced (but not below $0) on a dollar-for-dollar basis by the aggregate amount of the reasonably expected Losses incurred, or to be incurred, by the Buyer Companies as a result of (x) the additions, supplements or amendments to the Seller Disclosure Schedules pursuant to Section 6.18 and (y) the failure of (i) the Fundamental Representations of Trican Parent and the Seller Companies to be true and correct in all respects upon execution of this Agreement and as of the Closing Date as though made on and as of the Closing Date and (ii) all other representations and warranties of Trican Parent and the Seller Companies to be true and correct in all material respects upon execution of this Agreement and as of the Closing Date as though made on and as of the Closing Date.

Examples of Working Capital Basket in a sentence

  • For any amount of Working Capital Shortfall in excess of Working Capital Basket, the Buyer shall have the right, but not the obligation, to deduct such amounts from the Escrow Fund or seek such amounts directly from the Sellers individually and ratably based on each such Seller’s Fraction (and not jointly and severally).

  • The “Final Cash Purchase Price” shall mean the aggregate amount equal to (A) the Initial Cash Purchase Price either plus (B) the amount (if any) by which the Final Net Working Capital exceeds the Reference Net Working Capital or minus (B) the amount (if any) by which the Reference Net Working Capital is greater than the sum of the Final Net Working Capital and the Final Working Capital Basket.

  • If Trican U.S. does not deliver an Objection Notice within such 30-day period, then the Buyer’s Net Working Capital Estimate and the Buyer’s Estimate of Working Capital Basket shall be deemed to be the Final Net Working Capital and the Final Working Capital Basket, as applicable.

  • Within 30 days following ▇▇▇▇▇ Parent’s delivery of the Post-Closing Statement, Trican U.S. may deliver a written notice to ▇▇▇▇▇ Parent (an “Objection Notice”), (i) indicating that Trican U.S. disputes the Buyer’s Net Working Capital Estimate or the Buyer’s Estimate of Working Capital Basket and (ii) specifying in reasonable detail all disputed items and the basis therefor.