Closing Net Working Capital Adjustment Amount definition

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

Closing Net Working Capital Adjustment Amount means an amount equal to: the Closing Net Working Capital Amount minus (a) $13,000,000 if the Closing Net Working Capital Amount is greater than $13,000,000 or (b) $10,100,000 if the Closing Net Working Capital Amount is less than $10,100,000, it being understood that the “Closing Net Working Capital Adjustment Amount” means $0 if the Closing Net Working Capital Amount is between $10,100,000 and $13,000,000.

Closing Net Working Capital Adjustment Amount means an amount, which may be positive, negative or zero, equal to (a) if Closing Net Working Capital is greater than Target Net Working Capital plus $1,413,000, or if Closing Net Working Capital is less than Target Net Working Capital minus $1,413,000, then Closing Net Working Capital minus Target Net Working Capital, or (b) if Closing Net Working Capital is within the range of Target Net Working Capital plus $1,413,000 and Target Net Working Capital minus $1,413,000, then zero.

Examples of Closing Net Working Capital Adjustment Amount in a sentence

• The Closing Balance Sheet, the Closing Net Working Capital, and the Final Closing Net Working Capital Adjustment Amount shall be prepared consistently with the Applicable Accounting Practices, including the accounting principles, methodologies, policies and procedures used in the example calculation of Target Net Working Capital set forth on Schedule 2.7.

• The Closing Date Balance Sheet shall also include a good faith calculation, in reasonable detail, of the Closing Net Working Capital Adjustment Amount (the “Estimated Closing Net Working Capital Adjustment Amount”) and each of the components and subcomponents thereof.

• The Company shall not take or fail to take any action with the intention or for the purpose of manipulating the Closing Net Working Capital Adjustment Amount (it being understood that efforts to maximize Closing Net Working Capital in the ordinary course of business consistent with past practice will not be deemed to be manipulative).

• The Cash Purchase Price to be paid by the Purchaser at the Closing pursuant to Section 2.10(b) will be adjusted as follows: (A) up for the Estimated Closing Net Working Capital Adjustment Amount (if such amount is positive) or down for the Estimated Closing Net Working Capital Adjustment Amount (if such amount is negative); and (B) down for the absolute value of the Estimated Closing Indebtedness.

More Definitions of Closing Net Working Capital Adjustment Amount

Closing Net Working Capital Adjustment Amount means, as applicable, (a) if Closing Net Working Capital exceeds the Net Working Capital Upper Target, the amount of such excess (expressed as a positive number); (b) if the Net Working Capital Lower Target exceeds Closing Net Working Capital, the amount of such excess (expressed as a negative number); or (c) if Closing Net Working Capital is less than or equal to the Net Working Capital Upper Target and greater than or equal to the Net Working Capital Lower Target, an amount equal to $0; provided that in no event will the Closing Net Working Capital Adjustment Amount exceed $15,000,000.

Closing Net Working Capital Adjustment Amount means (a) if Closing Net Working Capital is (i) greater than or equal to $150,000,000 and (ii) less than or equal to $180,000,000, an amount equal to $0; (b) if Closing Net Working Capital exceeds $180,000,000, the amount of such excess (expressed as a positive number); and (c) if Closing Net Working Capital is less than $150,000,000, the amount such shortfall (expressed as a negative number).

Closing Net Working Capital Adjustment Amount means an amount equal to (a) the Closing Net Working Capital minus (b) the Target Net Working Capital, which number, for the avoidance of doubt, may be positive or negative. Notwithstanding the foregoing, if the Closing Net Working Capital is less than $150,000 over or under the Target Net Working Capital, then for purposes hereof the Closing Net Working Capital Adjustment Amount shall equal $0.00. 2 Note to Sellers: To be provided. Annex A 2

Closing Net Working Capital Adjustment Amount is defined in Section 2.3(b) of this Agreement.

Closing Net Working Capital Adjustment Amount means an amount, whether positive or negative, equal to (i) Closing Net Working Capitalminus (ii) Target Net Working Capital.

Closing Net Working Capital Adjustment Amount means the amount (if any) by which the Closing Net Working Capital is less or more than the Net Working Capital Collar (it being understood that if the Closing Net Working Capital is within the Net Working Capital Collar, the Closing Net Working Capital Adjustment Amount shall be $0). For the avoidance of doubt, if Closing Net Working Capital is less than the lowest number within the Net Working Capital Collar, the Closing Net Working Capital Adjustment Amount shall be expressed as a negative number, and if Closing Net Working Capital is greater than the greatest number within the Net Working Capital Collar, the Closing Net Working Capital Adjustment Amount shall be expressed as a positive number.