Deferred Majority Net Working Capital Clause Samples

Deferred Majority Net Working Capital. Within one hundred and twenty (120) days following the Closing Date, Buyer shall submit to the Sellers a written accounting and calculation of the Majority NWC Amount in such detail as shall be reasonably required by Sellers. One Hundred eighty (180) days following the Closing Date (the “Reconciliation Date”), Buyer shall pay to the Majority Members as set forth in Schedule 2.3.1, an amount equal to the amount by which the Majority NWC Amount exceeds 75% of the Estimated Majority NWC Amount. If 75% of the Estimated Majority NWC Amount shall be greater than the Majority NWC Amount, then on the Reconciliation Date each Majority Member shall pay such excess to Buyer in their respective proportions as set forth in Schedule 2.3.1.