Final Working Capital Shortfall definition

Final Working Capital Shortfall means (1) where Estimated Working Capital is less than Target Working Capital, the amount, if any, by which Working Capital as set forth in the Final Closing Date Balance Sheet is less than Estimated Working Capital and (2) where Estimated Working Capital is greater than or equal to the Target Working Capital, the amount, if any, by which Working Capital as set forth on the Final Closing Date Balance Sheet is less than Target Working Capital.
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Final Working Capital Shortfall means the positive difference, if any, between $8,750,000 minus the Final Working Capital. “Financial Statement Date” has the meaning ascribed to it in Section 3.22(d).
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Final Working Capital Shortfall has the meaning set forth in Section 2.3(f).
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Examples of Final Working Capital Shortfall in a sentence

  • Notwithstanding the foregoing, if the Final Working Capital Surplus or Final Working Capital Shortfall is less than $100,000 no adjustment shall be made hereunder.

  • In the event that the Final Working Capital Shortfall is less than the amount in the Working Capital Escrow Fund, then the Working Capital Escrow Agent shall pay such difference by wire transfer of immediately available funds to the Seller Specified Account.

  • If the Closing Working Capital as finally determined pursuant to this Section 2.6 is less than the Estimated Working Capital, then the Purchase Price shall be reduced by an amount equal to such shortfall (the “Final Working Capital Shortfall”) and the Final Working Capital Shortfall shall be paid to Buyer from the Working Capital Escrow Fund in accordance with the Escrow Agreement.

  • Negative Adjustment”: The excess, if any, of (A) Estimated Closing Cash over Final Closing Cash, (B) Final Closing Indebtedness over Estimated Closing Indebtedness, (C) Estimated Net Working Capital Surplus over Final Net Working Capital Surplus, and (D) Final Working Capital Shortfall over Estimated Net Working Capital Shortfall.

  • Positive Adjustment”: The excess, if any, of (A) Final Closing Cash over Estimated Closing Cash, (B) Estimated Closing Indebtedness over Final Closing Indebtedness, (D) Final Net Working Capital Surplus over Estimated Net Working Capital Surplus, and (E) Estimated Net Working Capital Shortfall over Final Working Capital Shortfall.

  • In the event that the Final Working Capital Shortfall exceeds the remaining Escrow Funds, no further payment shall be required.

  • If the Closing Working Capital as finally determined pursuant to this Section 2.6(b) is less than the Estimated Closing Working Capital, then the Initial Purchase Price shall be reduced by an amount equal to such shortfall (the “Final Working Capital Shortfall”) and the Final Working Capital Shortfall shall be paid to Buyer by Seller by wire transfer of immediately available funds to the Buyer Specified Account.

  • All KFG Working Papers are available on the KFG website at www.transformeurope.eu or can be ordered in print via email to transform-europe@fu-berlin.de.

  • In the event that the Final Working Capital Shortfall exceeds the amount in the Working Capital Escrow Fund, Seller shall pay to Buyer an amount equal to such difference.


More Definitions of Final Working Capital Shortfall

Final Working Capital Shortfall shall have the meaning ascribed thereto in Section 2.6(b)(ii) hereof.
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Final Working Capital Shortfall means the excess, if any, of the Minimum Target Working Capital over the Closing Working Capital.
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Related to Final Working Capital Shortfall

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

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

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

  • 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 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.

  • Principal Shortfall For any Distribution Date, the amount, if any, by which (i) the Principal Distribution Amount for the preceding Distribution Date exceeds (ii) the aggregate amount actually distributed with respect to principal on the Non-Vertically Retained Principal Balance Certificates on such preceding Distribution Date in respect of such Principal Distribution 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.

  • Series Principal Shortfall means with respect to any Transfer Date, the excess, if any, of (a) (i) with respect to any Transfer Date relating to the Controlled Accumulation Period, the Controlled Deposit Amount for such Transfer Date, and (ii) with respect to any Transfer Date during the Rapid Amortization Period, the Adjusted Investor Interest over (b) the Investor Principal Collections minus the Reallocated Principal Collections for such Transfer Date.

  • 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).

  • Daily Principal Shortfall means, on any date of determination, the excess of the Group One Monthly Principal Payment for the Monthly Period relating to such date over the month to date amount of Collections processed in respect of Principal Receivables for such Monthly Period allocable to investor certificates of all outstanding Series in Group One, not subject to reallocation, which are on deposit or to be deposited in the Principal Account on such date.

  • 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.

  • Collateral Shortfall Amount is defined in Section 8.1.

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

  • Finance Charge Shortfall shall have the meaning specified in Section 4.09.

  • Available Funds Shortfall As defined in Section 3.03(b)(ii)(A).

  • Net Working Capital Target means $0.00.

  • Collateral Minimum Monthly Interest shall have the meaning specified in subsection 4.02(c).

  • Collateral Senior Minimum Monthly Interest shall have the meaning specified in subsection 4.02(d).

  • 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).

  • Deficiency Amount shall have the meaning set forth for such term in Section 4.03(a) hereof. “Department” shall mean the South Carolina Department of Revenue.

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

  • Cumulative Series Principal Shortfall means the sum of the Series Principal Shortfalls (as such term is defined in each of the related Series Supplements) for each Series in Group One.

  • Class A Note Principal Shortfall means, as of the close of any distribution date, the excess of: • the Class A Noteholders’ Principal Distribution Amount on that distribution date, over • the amount of principal actually distributed or allocated to the class A noteholders or deposited into the accumulation account on that distribution date.

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

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