Final Net Working Capital Amount definition

Final Net Working Capital Amount shall have the meaning set forth in Section 2.3(b).

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 4.6(f)(i).

Examples of Final Net Working Capital Amount in a sentence

• Within the later of (i) the completion of the audited financial statements of the Company for the year ended December 31, 2020 or (ii) ninety (90) days after the Closing Date, Parent shall prepare and deliver to the Stockholder Representative a statement (the “Closing Working Capital Statement”), setting forth its proposed calculation of the Final Net Working Capital Amount utilizing Schedule 2.17, and any resulting Net Working Capital Deficit or Net Working Capital Surplus.

• To the extent Parent does not object within the time period contemplated by this Section 2.08(a) to a matter in the statement of the Proposed Closing Cash or the Proposed Final Net Working Capital Amount prepared and submitted by Spinco, Parent shall be deemed to have accepted Spinco’s calculation and presentation in respect of the matter and the matter shall not be considered to be in dispute.

• Any employee shall have the right to consideration of any request he/she may have with respect to the application of the classification and compensation plans to his/her position.

• Promptly after joint engagement of the Unaffiliated Accounting Firm, Parent and Spinco shall provide the Unaffiliated Accounting Firm with a copy of this Agreement, the Accounting Principles, Spinco’s Proposed Statement, Spinco’s statement of the Proposed Closing Cash and the Proposed Final Net Working Capital Amount (as applicable) and Parent’s written notice of objections thereto.

• If the Final Net Working Capital Amount is greater than the Estimated Net Working Capital Amount, then the difference between the Final Net Working Capital Amount, minus the Estimated Net Working Capital Amount shall be referred to as a “Reviewed Net Working Capital Overage”.

More Definitions of Final Net Working Capital Amount

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

Final Net Working Capital Amount means the amount of Net Working Capital as finally determined pursuant to Article II.

Final Net Working Capital Amount shall be equal to (i) the Reviewed Net Working Capital Amount, in the event that Seller does not provide a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.3(e) or (ii) the as-adjusted Reviewed Net Working Capital Amount as determined by the parties or the Independent Accountant pursuant to Section 2.3(f), in the event that Seller provides a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.3(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 Seller does not provide a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.3(e) or (y) the as-adjusted Reviewed Closing Balance Sheet as determined by the parties or the Independent Accountant pursuant to Section 2.3(f), in the event that Seller provides a Disagreement Notice to Buyer within the thirty (30) day period provided for in Section 2.3(e).

Final Net Working Capital Amount shall have the meaning ascribed to it in the Separation Agreement.

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, 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.

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).