Estimated NWC definition

Estimated NWC has the meaning set forth in Section 2.6(b).
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Estimated NWC means New Wave’s estimated Net Working Capital as of the Closing Date as reflected on the Estimated Closing NWC Statement.
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Estimated NWC has the meaning set forth in Section 1.6(a).
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Examples of Estimated NWC in a sentence

  • If the Net Working Capital Amount as finally determined pursuant to the dispute resolution procedures described above is less than the Estimated Net Working Capital Amount shown on the Estimated NWC Certificate, then Sellers shall pay to Buyer cash equal to the amount by which the Estimated Net Working Capital Amount exceeds the Net Working Capital Amount.

  • If the Net Working Capital Amount as finally determined pursuant to the dispute resolution procedures described above is greater than the Estimated Net Working Capital Amount shown on the Estimated NWC Certificate, then Buyer shall pay to Sellers cash equal to the amount by which the Net Working Capital Amount exceeds the Estimated Net Working Capital Amount.

  • If the Final NWC Adjustment is less than the Estimated NWC Adjustment, then Sellers shall refund such shortfall to Buyer.

  • If the Estimated Closing Net Working Capital is greater than zero, Buyer shall pay the difference between the Estimated Net Working Capital and zero (the "Estimated NWC Payment Amount") to Sellers at the Closing according to their respective Cash Percentages.

  • The Board of Education has been supplied detailed background information regarding the following agenda items and/or the agenda items listed below have been discussed at a previous meeting of the White Pigeon Board of Education.

  • If the Final NWC Adjustment exceeds the Estimated NWC Adjustment, then Buyer shall pay such excess to Agent for the account of Sellers.

  • Parent and the Stockholder Representative shall have access to the work papers of Holdings, Company and Parent used in the preparation of the Parent Estimated NWC.

  • The Aggregate Merger Consideration shall (i) increase by the amount, if any, by which New Wave’s Net Working Capital on the Closing Date is greater than Estimated NWC, or (ii) decrease by the amount, if any, by which New Wave’s Net Working Capital on the Closing Date is less than Estimated NWC (any such adjustment is hereinafter referred to as the “Net Working Capital Adjustment”), in all cases as reflected on the Closing Financial Statements.

  • The Parent Estimated NWC shall be promptly delivered to the Stockholder Representative as soon as it is available for review and comment, and Parent and the Stockholder Representative shall thereafter attempt to reach agreement on the Parent Estimated NWC.

  • On the Closing Date and subject to final adjustment in accordance with this Article 4, the Purchaser shall (a) pay or cause to be paid to the Seller the Gross Purchase Price plus any positive Estimated NWC Adjustment plus any Inventory Excess less any negative Estimated NWC Adjustment less any Inventory Shortfall (subject to further adjustment as provided in Section 4.4 and Section 8.5(b), the “Closing Purchase Price”) less the Escrow Amount and (b) assume the Assumed Liabilities.


More Definitions of Estimated NWC

Estimated NWC has the meaning set forth in Section 4.3(b).
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Estimated NWC. See Section 2.1(c);
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Estimated NWC has the meaning specified in Section 3.3.
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Estimated NWC means Sellers’ good faith estimate of Net Working Capital as of the Closing Date, as set forth on Exhibit D.
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Related to Estimated NWC

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

  • 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;

  • Estimated Value means the value of the Contract estimated under these Contract and Procurement Regulations.

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

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • 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.

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

  • 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 Project Cost means Benchmark cost of MNRE which is Rs 8.00 Crore/MWp as per MNRE letter no. 03/20/2014-15/GCRT/11.12.14 at the time of Bid Due 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.

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

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

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

  • Estimate means to be based on technical evaluation of the sources contributing to the discharge including, but not limited to, pump capabilities, water meters, and batch discharge volumes.

  • 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.

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

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

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

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

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

  • Estimated Cost , for the purposes of rule 22, means the estimated cost to maintain, repair or replace a major capital item;

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

  • Estimated taxes means the amount that the taxpayer reasonably estimates to be the taxpayer's tax liability for a municipal corporation's income tax for the current taxable year.

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

  • 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).