Net Working Capital Adjustment Amount definition

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 Adjustment Amount means the difference between (a) Net Working Capital and (b) the Net Working Capital Target.

Net Working Capital Adjustment Amount has the meaning set forth in Section 2.07(f).

Examples of Net Working Capital Adjustment Amount 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.

• 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.

• The Closing Balance Sheet and the Closing Statement are each accurate and complete, including the amounts of the Company Transaction Expenses, the Net Working Capital Adjustment Amount and the Indebtedness set forth in the Closing Statement.

• The aggregate purchase price for the Shares shall be an amount in cash equal to: (i) the Enterprise Value; minus (ii) the Final Closing Date Indebtedness; plus (iii) the Final Net Working Capital Adjustment Amount (which may be a positive or negative number); plus (iv) the Final True-Up Adjustment Amount (which may be a positive or negative number) (the amount resulting from the calculation of (i), (ii), (iii) and (iv), the “Final Purchase Price”).

More Definitions of Net Working Capital Adjustment Amount

Net Working Capital Adjustment Amount means an amount equal to $0, and (i) increased by the amount, if any, that the Estimated Net Working Capital exceeds the Net Working Capital Threshold, or (ii) decreased by the amount, if any, that the Net Working Capital Threshold exceeds the Estimated Net Working Capital.

Net Working Capital Adjustment Amount has the meaning set forth in Section 2.4(c).

Net Working Capital Adjustment Amount means the Net Working Capital less the Net Working Capital Target, which may be a positive or negative dollar amount.

Net Working Capital Adjustment Amount means, if Net Working Capital is less than the Minimum Net Working Capital Target, the amount by which the Minimum Net Working Capital Target exceeds Net Working Capital, and in all other cases, Zero Dollars ($0).

Net Working Capital Adjustment Amount means an amount equal to (a) forty-five percent (45%) of an amount equal to Net Working Capital minus (b) $1,500,000, expressed as a positive number, if positive, and as a negative number, if negative.

Net Working Capital Adjustment Amount means the amount, if any, by which (i) $150,000 exceeds (ii) the sum of (x) the Closing Date Net Working Capital plus (y) $400,000.

Net Working Capital Adjustment Amount means (a) if the Closing Date Net Working Capital is less than $125,000,000, the amount by which such Closing Date Net Working Capital is less than $125,000,000 (in which case the Net Working Capital Adjustment Amount shall be deemed to be a negative number for purposes of calculating Final Purchase Price in each case under this Agreement), or (b) if the Closing Date Net Working Capital is greater than $129,000,000, the amount by which such Closing Date Net Working Capital is greater than $129,000,000 (in which case the Net Working Capital Adjustment Amount shall be deemed to be a positive number for purposes of calculating Final Purchase Price in each case under this Agreement); it being understood that if the Closing Date Net Working Capital is equal to or greater than $125,000,000 but less than or equal to $129,000,000, then the Net Working Capital Adjustment Amount shall be $0.