Net Working Capital Adjustment definition

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.
Sample 1Sample 2Sample 3
Net Working Capital Adjustment shall have the meaning set forth in Section 1.2(a).
Sample 1Sample 2Sample 3
Net Working Capital Adjustment means (a) the amount by which Net Working Capital exceeds $48,546,000 or (b) the amount by which Net Working Capital is less than $48,546,000, provided that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.
Sample 1Sample 2

Examples of Net Working Capital Adjustment in a sentence

  • The cash portion of the Purchase Price (the “Cash Consideration”) shall be an amount equal to Sixty Seven Million Five Hundred Thousand Dollars ($67,500,000.00) plus or minus the Net Working Capital Adjustment Amount.

  • The Net Working Capital Adjustment shall be determined by referring to the Audited Closing Financial Statements.

  • If an Objection Notice is delivered to Parent, then Parent and the Representative shall negotiate in good faith to resolve their disagreements with respect to the computation of the Closing Net Working Capital Adjustment, Closing Indebtedness, Closing Cash and/or Closing Transaction Expenses, and any such resolution shall be conclusive and binding on all of the parties (in such instance, a “Final Statement”).

  • No later than three (3) Business Days prior to the Closing Date, Seller shall provide to Buyers a closing statement (the “Estimated Closing Statement”), setting forth Seller’s good faith estimates of the Closing Date Indebtedness, and based thereon an estimate of the Final Purchase Price (pursuant to the calculation of purchase price set forth in Section 1.3(a) but excluding the Net Working Capital Adjustment Amount and the True-Up Adjustment Amount) (the “Estimated Purchase Price”).

  • For the avoidance of doubt, if the Net Working Capital is greater than negative $3,000,000 but less than zero, then no Net Working Capital Adjustment Amount shall be payable.


More Definitions of Net Working Capital Adjustment

Net Working Capital Adjustment means the positive (or negative) amount, if any, by which Net Working Capital exceeds (or is less than) Target Net Working Capital.
Sample 1Sample 2Sample 3
Net Working Capital Adjustment means Net Working Capital minus $15,989,000, expressed as a positive number if positive, and as a negative number if negative.
Sample 1Sample 2Sample 3
Net Working Capital Adjustment means the amount (which may be positive or negative) equal to Net Working Capital minus Target Net Working Capital.
Sample 1Sample 2Sample 3
Net Working Capital Adjustment shall have the meaning specified in Section 3.03(a).
Sample 1Sample 2Sample 3
Net Working Capital Adjustment means (i) the amount by which Net Working Capital exceeds the Net Working Capital Target, or (ii) the amount by which Net Working Capital is less than the Net Working Capital Target, in each case, if applicable; provided that any amount which is calculated pursuant to clause (ii) above shall be deemed to be a negative number.
Sample 1Sample 2Sample 3
Net Working Capital Adjustment is the difference between the Closing Date Working Capital (as defined below) less the Target Working Capital. The calculation of Working Capital will not include notes payable and bank loans.
Sample 1Sample 2Sample 3
Net Working Capital Adjustment has the meaning set forth in Clause 2.4.2.
Sample 1Sample 2