Estimated Buyer Working Capital Payment definition

Estimated Buyer Working Capital Payment has the meaning set forth in Section 3.6(a).
Estimated Buyer Working Capital Payment has the meaning provided such term in Section 2.4.
Estimated Buyer Working Capital Payment means the amount, if any, by which the Estimated Net Working Capital is greater than the Target Net Working Capital, as reflected on the Estimated Closing Statement.

Examples of Estimated Buyer Working Capital Payment in a sentence

  • The total consideration to be paid by the Buyer to Seller for the sale, assignment, transfer and conveyance of the ARMC Centrahoma Interest and the Tupelo Assets shall be cash in an aggregate amount equal to (i) $63,000,000 plus (ii) the Estimated Buyer Working Capital Payment, if any, or minus (iii) the Estimated Seller Working Capital Payment, if any, subject to adjustment pursuant to this Article II or Article VII (the “Purchase Price”).

  • The total consideration to be paid by the Buyer to Seller for the sale, assignment, transfer and conveyance of the Purchased Interests shall be cash in an aggregate amount equal to (i) $205,000,000 plus (ii) the Estimated Buyer Working Capital Payment, if any, or minus (iii) the Estimated Seller Working Capital Payment, if any, subject to adjustment pursuant to this Article II or Article VII (the “Purchase Price”).

  • On the terms and subject to the conditions set forth herein, in consideration of the sale of the Transferred Companies, at the Closing, Buyer shall pay to Seller an amount in cash equal to (i) $2,000,000,000 (two billion dollars), (ii) plus the Estimated Buyer Working Capital Payment, if any, (iii) minus the Estimated Seller Working Capital Payment, if any (the “Purchase Price”).

  • As of the Closing, (i) the Estimated Buyer Working Capital Payment shall not exceed $16,000,000.00 and (ii) the amount of Inventory shall not exceed $11,000,000.00, in each case as set forth in the Estimated Closing Date Balance Sheet.


More Definitions of Estimated Buyer Working Capital Payment

Estimated Buyer Working Capital Payment is defined in Section 3.1(b).
Estimated Buyer Working Capital Payment. The amount, if any, by which the Net Working Capital Threshold exceeds the Estimated Net Working Capital is referred to herein as the “Estimated Seller Working Capital Payment”.
Estimated Buyer Working Capital Payment has the meaning set forth in Section 3.6(a). “Estimated Closing Statement” has the meaning set forth in Section 3.6(a).

Related to Estimated Buyer Working Capital Payment

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

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

  • Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;

  • 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.

  • 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.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

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

  • Working Capital Escrow Amount means $2,000,000.

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • 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.

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

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

  • 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).

  • 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 Amount means $75,000,000.

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

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • 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.

  • Working Capital Deficit means the amount, if any, by which the Closing Working Capital is less than the Target Working Capital.

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

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

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

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

  • 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.