Closing Net Working Capital Excess definition

Closing Net Working Capital Excess means the amount by which the Closing Net Working Capital Amount exceeds the Estimated Closing Net Working Capital Amount.
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Closing Net Working Capital Excess means the amount, if any, by which the Closing Net Working Capital exceeds the Target Net Working Capital Amount. “Closing Net Working Capital Shortfall” means the amount, if any, by which the Target Net Working Capital Amount exceeds the Closing Net Working Capital. “Closing Statement” has the meaning set forth in Section 3.5(b).
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Closing Net Working Capital Excess means the amount, if any, by which the Company Net Working Capital, as set forth in the Company Closing Financial Certificate, exceeds the Closing Net Working Capital Target, such amount not to be more than $500,000.
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Examples of Closing Net Working Capital Excess in a sentence

  • The purchase price for the Initial Transferred Equity Interests shall be an amount in Dollars equal to the Base Amount, as adjusted by the Closing Cash Amount, the Closing Net Working Capital Excess Amount, the Closing Net Working Capital Deficiency Amount, the Closing Funded Indebtedness, and the Closing Transaction Related Expenses, in each case as applicable and in accordance with Sections 2.6 and 2.13.

  • In the event that no Closing Statement Objection is delivered to Buyer pursuant to this Section 2.4(e), the Preliminary Closing Statement shall be considered the Final Closing Statement for all purposes hereunder, and the applicable Party shall pay (i) the Closing Net Working Capital Deficiency Amount or the Closing Net Working Capital Excess Amount, as applicable, pursuant to Section 2.4(g); (ii) any excess or deficiency applicable to the Company Closing Payments pursuant to Section 2.4(h); or (iii) both.

  • Subject to Section 2.4(i), in the event the Closing Net Working Capital Statement contains a Closing Net Working Capital Excess Amount, then Buyer shall pay Shareholders’ Representative the Closing Net Working Capital Excess Amount and Buyer and Shareholders’ Representative shall deliver joint written instructions to the Escrow Agent instructing the Escrow Agent to release the Working Capital Escrow Amount to Shareholders’ Representative.


More Definitions of Closing Net Working Capital Excess

Closing Net Working Capital Excess is defined in Section 2.2(d).
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Related to Closing Net Working Capital Excess

  • Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Closing Date Net Working Capital shall have the meaning set forth in Section 2.03(c).

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

  • 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.

  • Target Working Capital means $0.

  • Target Working Capital Amount means $75,000,000.

  • Target Net Working Capital means $0.

  • Consolidated Working Capital Adjustment means, for any period of determination 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.

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

  • 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.

  • Net Working Capital Target means $0.00.

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

  • 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.

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

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Working Capital Adjustment has the meaning set forth in Section 2.5(a).

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

  • Working Capital Target means $0.

  • Working Capital Amount means the difference between (x) the total current assets of the Company and its Subsidiaries and (y) the total current liabilities (other than the New Company Debt, the Existing Company Debt and Deal Expenses) of the Company and its Subsidiaries (in each case calculated in accordance with GAAP immediately prior to the Effective Time and after giving effect to the Contribution, the Distribution and the disposition of cash and cash equivalents contemplated by Section 6.24).

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

  • Working Capital Adjustment Amount means an amount, which may be positive or negative, calculated in accordance with Schedule C, equal to the difference of (a) the Closing Date Adjusted Working Capital minus (b) the Preliminary Adjusted Working Capital.

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

  • 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.