Final Closing Working Capital Adjustment Amount definition

Final Closing Working Capital Adjustment Amount means the dollar amount, which may be a negative or positive number, equal to the sum of (a) Final Closing Working Capital Amount minus (b) the Estimated Closing Working Capital Amount.
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Final Closing Working Capital Adjustment Amount means (i) in the event that the Final Closing Working Capital as determined pursuant to Section 2.6(c)(iii) is less than Target Closing Working Capital, the full amount by which Target Closing Working Capital exceeds the Final Closing Working Capital; and (ii) in the event that the Final Closing Working Capital as determined pursuant to Section 2.6(c)(iii) is greater than or equal to the Target Closing Working Capital, zero.
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Final Closing Working Capital Adjustment Amount means if: (a) Final Closing Working Capital is Within the Band Amount, $0; (b) Final Closing Working Capital is less than the Lower Band Amount, the amount (which shall be negative) equal to: (i) the Final Closing Working Capital; minus
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Examples of Final Closing Working Capital Adjustment Amount in a sentence

  • For purposes of clarification, DEI and Seller may examine the accuracy of any matter described in the Adjustment Statement and submit the Adjustment Statement Objection regardless of whether Buyer's estimated Final Closing Working Capital Adjustment Amount or estimated Final Subsequent Closing Working Capital Adjustment Amount set forth in the Adjustment Statement is positive, negative or zero.

  • In connection with the resolution of the disagreement, the Auditor shall allow Buyer and Seller to present their respective positions regarding the elements of the Final Closing Working Capital and the Final Closing Working Capital Adjustment Amount in dispute.

  • If the Final Closing Working Capital Adjustment Amount is a negative amount, then Buyer shall be entitled to prompt payment from the Adjustment Escrow Fund of the absolute value of such amount; provided that if the Adjustment Escrow Amount is less than the amount to be paid to Buyer, then Buyer shall be entitled to receive such excess amount from the Indemnification Escrow Fund.

  • He was aware of the close co-operation there was between the Community and the RAF Station and appreciated the support that was always given.

  • In the event Seller does not provide such a notice of disagreement within such thirty (30) day period, Seller shall be deemed to have accepted the calculations of the Final Closing Working Capital and the Final Closing Working Capital Adjustment Amount delivered by Buyer, which shall be final, binding and conclusive for all purposes hereunder.

  • In the event that the Final Closing Working Capital Adjustment Amount is a negative number, then within five (5) days after the Symphony Determination Date Seller shall pay to Buyer an amount equal to the absolute value of the Final Closing Working Capital Adjustment Amount, together with any interest earned thereon calculated at a rate of 6% per annum starting from the Closing Date and through the date of payment.

  • If the Final Closing Working Capital Adjustment Amount is a positive amount, then Buyer shall promptly pay the Paying Agent, for distribution to the Company Holders or to the Surviving Corporation for amounts to be paid through payroll, according to the applicable percentages set forth on Schedule I, such amount due to them, if any.

  • The Company has been registered with the Turkish Capital Market Board (CMB) and quoted on the ‹stanbul Stock Exchange (ISE) since 1991.

  • In the event any such notice of disagreement is timely provided by Seller, Seller and Buyer shall negotiate in good faith for a period of thirty (30) days (or such longer period as the Buyer and Seller may mutually agree) to resolve any disagreements with respect to the calculation of the Final Closing Working Capital and the Final Closing Working Capital Adjustment Amount.

  • Upon delivery of the statement of Final Closing Working Capital, if Seller disagrees with the calculation of the Final Closing Working Capital or any element of the Closing Balance Sheet relevant thereto that would result in a change to the Final Closing Working Capital Adjustment Amount, it shall notify Buyer of such disagreement in writing within thirty (30) days after its receipt of the Closing Balance Sheet which notice shall set forth in detail the particulars of such disagreement.


More Definitions of Final Closing Working Capital Adjustment Amount

Final Closing Working Capital Adjustment Amount has the meaning set forth in Section 2.13.2.
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Final Closing Working Capital Adjustment Amount means if (a) Estimated Closing Working Capital and Final Closing Working Capital are either (i) both less than the Lower Band Amount or (ii) both greater than the Upper Band Amount, the amount (which may be positive or negative) equal to (A) Final Closing Working Capital, minus (B) Estimated Closing Working Capital; (b) Estimated Closing Working Capital is less than the Lower Band Amount and Final Closing Working Capital is Within the Band Amount, the amount equal to the negative of the Estimated Closing Working Capital Adjustment Amount; (c) Estimated Closing Working Capital is less than the Lower Band Amount and Final Closing Working Capital is greater than the Upper Band Amount, the amount equal to the sum of (i) the negative of the Estimated Closing Working Capital Adjustment Amount, plus (ii) Final Closing Working Capital, minus (iii) the Upper Band Amount; (d) Estimated Closing Working Capital and Final Closing Working Capital are both Within the Band Amount, $0; (e) Estimated Closing Working Capital is Within the Band Amount and Final Closing Working Capital is less than the Lower Band Amount, the amount (which shall be negative) equal to (A) Final Closing Working Capital, minus (B) the Lower Band Amount; (f) Estimated Closing Working Capital is Within the Band Amount and Final Closing Working Capital is greater than the Upper Band Amount, the amount equal to (A) Final Closing Working Capital, minus (B) the Upper Band Amount; (g) Estimated Closing Working Capital is greater than the Upper Band Amount and Final Closing Working Capital is Within the Band Amount, the amount equal to the negative of the Estimated Closing Working Capital Adjustment Amount; or (h) Estimated Closing Working Capital is greater than the Upper Band Amount and Final Closing Working Capital is less than the Lower Band Amount, the amount (which shall be negative) equal to the sum of (i) the negative of the Estimated Closing Working Capital Adjustment Amount, plus (ii) Final Closing Working Capital, minus (iii) the Lower Band Amount.
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Final Closing Working Capital Adjustment Amount has the meaning given in Section 2.3(c).
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Final Closing Working Capital Adjustment Amount. Schedule A, Section 1.2 “Final Company Cash” Section 2.11(e) “Final Company Transaction Costs Adjustment Amount” Section 2.11(e)
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Final Closing Working Capital Adjustment Amount. Schedule A, Section 1.2
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Related to Final Closing Working Capital Adjustment Amount

  • 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.

  • Working Capital Adjustment 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.

  • 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).

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

  • 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.

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

  • 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.

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

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

  • 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).

  • 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.

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

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

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

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

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

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

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