Modified Working Capital definition

Modified Working Capital has the meaning specified in Section 2.04(a).

Modified Working Capital means Current Assets less Current Liabilities.

Modified Working Capital shall have the meaning set forth in Exhibit F hereto.

Examples of Modified Working Capital in a sentence

• For the avoidance of doubt, amounts included in the determination of Closing Net Indebtedness, Closing Transaction Expenses and Pension Plan Purchase Price Adjustment shall be excluded from the determination of the Modified Working Capital.

• The purchase price (the “Purchase Price”) shall be (i) $114,566,000 less the Continuing Indebtedness Outstanding and the Debt to be Repaid, plus (ii) an amount equal to the Retained Cash plus (iii) an amount (which amount may be positive or negative) (the “Adjustment Amount”) equal to the Closing Date Modified Working Capital (as defined in Section 2.5(b)) minus the Reference Modified Working Capital (as defined in Section 2.5(a)).

• The obligations created hereunder shall not be considered for purposes of calculation of Closing Date Modified Working Capital.

• If the Modified Working Capital as determined using the Closing Balance Sheet is less than zero, the Non-Cash Amount shall be reduced by the amount of any such deficit.

• For the avoidance of doubt, amounts included in the determination of Closing Net Indebtedness and Closing Transaction Expenses shall be excluded from the determination of the Modified Working Capital.

More Definitions of Modified Working Capital

Modified Working Capital means those certain current assets and current liability accounts of the Business, cumulatively, as of the Revenue Cutoff Date (and not taking into account any events or occurrences after such date), as set forth on the attached Schedule 1.1(e) – Modified Working Capital, as determined pursuant to the accounting principles, methodologies and policies set forth thereon, and as finally determined pursuant to Section 3.2.

Modified Working Capital has the meaning set forth in Section 3.3.1.

Modified Working Capital means Current Assets l ess Current Liabilities.

Modified Working Capital means the sum of (i) cash and cash equivalents and (ii) the amount of accounts receivable included in the Assets less appropriate reserves for doubtful accounts minus the Assumed Payables.

Modified Working Capital means: (i) all current assets of the Business in the United States as of the Closing Date, determined in accordance with generally accepted accounting principles in effect in the United States (except the Excluded Assets), plus (ii) the aggregate of all current ---- assets of the Purchased Subsidiaries (except the Excluded Assets) as of the Closing Date, determined in each case in accordance with generally accepted accounting principles in effect in the jurisdictions of organization of the Purchased Subsidiaries, minus (iii) all Assumed Liabilities ----- (except the Excluded Assets), minus (iv) the aggregate of all current ----- liabilities of the Purchased Subsidiaries as of the Closing Date, determined in accordance with generally accepted accounting principles in effect in the jurisdictions of organization of the Purchased Subsidiaries, including, without limitation, income or similar taxes in respect of any period prior to the Closing, minus (v) any prorations called for by Section 3.5 hereof, minus (vi) ----- ----- any long-term debt of the Purchased Subsidiaries (taken in the aggregate) on the Closing Date, determined in accordance with generally accepted accounting principles in effect in the jurisdictions of organization of the Purchased Subsidiaries. The parties acknowledge that the Modified Working Capital as of December 31, 2000 is $18,900,000.

Modified Working Capital means the difference, as a positive or negative amount, between (a) the Accounts Receivable actually collected (and retained) by Purchaser by the 180th day after the Closing Date minus (b) the sum of the (i) Assumed Payables actually paid by Purchaser by such date, and (ii) any other Assumed Payables that remain outstanding as of such date. Modified Working Capital shall be based on amounts accrued as of the Closing Date, but shall be adjusted to reflect accounts receivable actually collected as described above.

Modified Working Capital means, as of the close of business on the Closing Date, prior to the application of any purchase accounting adjustments and without giving effect to the impact of the Transactions, an amount equal to (which may be a positive or negative number) (i) the sum of the balance of each current asset account of the Business identified in Paragraph 1.A below minus (ii) the sum of the balance of each current liability account of the Business identified in Paragraph 1.B below, in each of clause (i) and clause (ii), such amounts being determined in accordance with the Calculation Principles. The current asset and current liability accounts listed below shall be determined in accordance with the Calculation Principles set forth in Paragraph 2 below.