Working Capital Calculation definition

Working Capital Calculation means the calculation of Estimated Working Capital set forth on Exhibit B.
Working Capital Calculation means the sample calculation of Working Capital set forth on Annex I hereto.
Working Capital Calculation means the amount calculated by subtracting the Accounts Payable, deferred revenue, accrued expenses and liabilities included in the Assumed Liabilities from the sum of the Accounts (net of appropriate reserves), and Inventory (net of appropriate reserves) of Seller included in the Assets.

Examples of Working Capital Calculation in a sentence

  • Schedule 1A – Cash Working Capital Calculation (“Cash Working Capital”)3.

  • Schedule 1A – Cash Working Capital Calculation “Cash Working Capital”)3.

  • The Purchase Price shall be increased, dollar for dollar, by the amount, if any, by which the Retained Working Capital Calculation determined in accordance with Section 3.2.2(a), produces an amount less than the Estimated Retained Working Capital Calculation.

  • The Purchase Price shall be decreased, dollar for dollar, by the amount, if any, by which the Retained Working Capital Calculation determined in accordance with Section 3.2.2(a), produces an amount greater than the Estimated Retained Working Capital Calculation.

  • If Seller and Purchaser reach agreement during the Estimate Resolution Period, the Purchase Price will be adjusted as set forth in Section 3.3.1(a)(i) based on the agreed upon Estimated Retained Working Capital Calculation.

  • The Resolution Firm’s engagement shall be solely limited to determining the Final 2006 EBITDA Calculation and, if applicable, the Retained Working Capital Calculation.

  • The Resolution Firm will review the Retained Working Capital Calculation and Purchaser’s Objection and make a final written determination of the Retained Working Capital Calculation, which determination shall be conclusive and binding on Seller and Purchaser.

  • If Seller and Purchaser reach agreement during the Interim Period, the Purchase Price will be adjusted as set forth in Section 3.3.1(a)(ii) based on the agreed upon Estimated Retained Working Capital Calculation.

  • The Purchase Price shall be increased, dollar for dollar, by the amount, if any, by which the Estimated Retained Working Capital Calculation determined in accordance with Section 3.2.1(a)(ii) produces an amount less than the Estimated Retained Working Capital Calculation determined in accordance with Section 3.2.1(a)(i).

  • The Purchase Price shall be decreased at Closing, dollar for dollar, by the amount of the Estimated Retained Working Capital Calculation.


More Definitions of Working Capital Calculation

Working Capital Calculation means a written statement and detailed computation of Closing Date Working Capital prepared by Buyer.
Working Capital Calculation has the meaning set forth in Section 2.09(b)(i).
Working Capital Calculation shall have the meaning given to such term in Section 3.6.1.
Working Capital Calculation. Date The last calendar day of the calendar month that immediately precedes the calendar month in which the Initial Closing occurs.
Working Capital Calculation. Section 1.8(a)
Working Capital Calculation or "WC Calculation" shall mean a determination of the amount that the applicable "Total Current Assets" (as set forth in the WC Calculation) of the Seller exceed (or, are less than) the "Total Current Liabilities" (as set forth in the WC Calculation) of the Seller. The Working Capital Calculation is intended to capture a good faith estimate of the current assets and liabilities of the Hotel and the Hotel Business that will be the responsibility of the Buyer after the Closing. The Working Capital Calculation shall exclude certain current assets and liabilities that will remain with Seller and for which Seller will remain responsible following the Closing (including, but not limited to the employment obligations set forth in Section 11.4 below). The format for, and listing of the applicable Total Current Assets and Total Current Liabilities comprising the Working Capital Calculation are set forth on Schedule 1.69, and shall be updated in accordance with the terms of Section 2.3 below employing the methodologies identical to those employed in the WC Calculation of Schedule 1.69.

Related to Working Capital Calculation

  • Working Capital Adjustment Amount means the amount (which may be positive or negative) equal to the result of the Closing Net Working Capital minus the Target Working Capital Amount.

  • Consolidated Working Capital Adjustment means, for any period on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Working Capital Adjustment has the meaning set forth in Section 2.15(b).

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Working Capital Amount shall have the meaning specified in Section 3.4(e).

  • Working Capital Deficit means the amount, if any, by which the Closing Working Capital is less than the Target Working Capital.

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Estimated Working Capital Adjustment shall have the meaning set forth in Section 2.2(b).

  • Net Working Capital Amount means, with respect to a Participating McNeil Partnership, the excess of the Positive Excess Cash Balance of such Participating McNeil Partnership over the cash on hand of such Participating McNeil Partnership immediately prior to the Effective Time.

  • Adjusted Working Capital means the remainder of (a) the consolidated current assets of the Obligors minus the amount of cash and cash equivalents included in such consolidated current assets, minus (b) the consolidated current liabilities of the Obligors minus the amount of consolidated short-term Debt (including current maturities of long-term Debt) of the Obligors included in such consolidated current liabilities.

  • Working Capital Advance has the meaning specified in Section 2.01(c).

  • Base Working Capital means negative USD$250,000 in aggregate for the Target Entities.

  • Working Capital Assets has the meaning as set forth in the Recitals of this Agreement.

  • Working Capital Target means $0.

  • Estimated Working Capital has the meaning set forth in Section 2.3(a).

  • Final Working Capital has the meaning set forth in Section 2.4(b)(iii).

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Estimated Net Working Capital shall have the meaning set forth in Section 2.3(a).

  • Consolidated Working Capital at any date, the excess of Consolidated Current Assets on such date over Consolidated Current Liabilities on such date.

  • Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.

  • Target Working Capital Amount means Nineteen Million Dollars ($19,000,000).

  • Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Liabilities at such time.

  • Working Capital Loan has the meaning specified in Section 2.1(c).

  • Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the close of business on the Closing Date.

  • Working Capital Escrow Amount means $2,000,000.

  • Target Net Working Capital Amount means $5,000,000.