Net Working Capital Deficiency definition

Net Working Capital Deficiency means the amount by which the Net Working Capital is less than the Net Working Capital Target.

Net Working Capital Deficiency means the amount (if any) by which the Net Working Capital Threshold exceeds the Closing Date Net Working Capital.

Net Working Capital Deficiency means the amount, expressed as a negative number, by which the Final Closing Net Working Capital is less than the amount comprised of (i) the Net Working Capital Target, less (ii) the Deficiency Collar Amount; provided that if the difference between the Final Closing Net Working Capital and the Net Working Capital Target is less than or equal to the Deficiency Collar Amount, the Net Working Capital Deficiency shall be deemed to be $0. By way of illustration, if the Final Closing Net Working Capital is $12,280,000.00, the Net Working Capital Deficiency is negative $920,000.00.

Examples of Net Working Capital Deficiency in a sentence

• The Representative and Buyer shall request that the Referee only determine the disputed portions of Final Indebtedness, Final Cash, Final Net Working Capital Deficiency and Final Company Transaction Costs within thirty (30) days after the objections thatremain in dispute are submitted to it.

• The aggregate purchase price for the Membership Interests shall be $1,000,000,001 (the “Base Purchase Price”), minus (i) Closing Indebtedness, minus (ii) Company Transaction Costs, minus (iii) the Closing Net Working Capital Deficiency, if any, plus (iv) Closing Cash (the “Purchase Price”).

• If the Representative fails to deliver the Statement of Objections before the expiration of the Review Period, then Closing Indebtedness, Closing Cash, the Closing Net Working Capital Deficiency (if any) and the Closing Company Transaction Costs, in each case as set forth in the Final Closing Statement, shall be deemed final and conclusive and shall be deemed to be “Final Indebtedness,” “Final Cash”, “Final Net Working Capital Deficiency,” and “Final Company Transaction Costs,” respectively.

• If the Estimated Net Working Capital is greater than Thirty Five Million Dollars ($35,000,000), such excess amount shall be the “Estimated Net Working Capital Excess Amount.” If the Estimated Net Working Capital is less than Thirty Million Dollars ($30,000,000), the difference shall be the “Estimated Net Working Capital Deficiency Amount.” All such estimates prepared pursuant to this Section 2.8(a) shall be prepared in accordance with the Accounting Principles to the extent applicable.

• Within one hundred and twenty (120) calendar days after the First Closing Date, the Buyer shall cause to be prepared and delivered to the Sellers Representative a statement (the “ Closing Statement”), setting forth the Closing Net Working Capital Amount, the Closing Net Working Capital Deficiency Amount (if any), the Closing Net Working Capital Excess Amount (if any), the Closing Cash Amount, the Closing Funded Indebtedness and the Closing Transaction Related Expenses and the components thereof.

More Definitions of Net Working Capital Deficiency

Net Working Capital Deficiency shall have the meaning set forth below in Section 2.9(d).

Net Working Capital Deficiency means the amount by which the Net Working Capital is less than the Net Working Capital Target. “Net Working Capital Target” means $0.00. “Open Source Material” means any and all software that (a) is distributed as “free software”, “open source software” or under a similar licensing or distribution model, including, but not limited to, the GNU General Public License (GPL), GNU Lesser General Public License (LGPL), Mozilla Public License (MPL), the Artistic License (e.g., PERL); the Netscape Public License; the Sun Community Source License (SCSL); the Sun Industry Standards License (SISL), or any other license described by the Open Source Initiative as set forth on xxx.xxxxxxxxxx.xxx/xxxxxxxx; or (b) requires as a condition of use, modification and/or distribution of such software that such software or other software incorporated into, derived from or distributed with such software (i) be disclosed or distributed in source code form, (ii) be licensed for the purpose of making derivative works, or (iii) be redistributable at no charge. 10

Net Working Capital Deficiency means an amount equal to: (a) $500,000 minus the Net Working Capital as of the Closing (the “Closing Net Working Capital”) if the Closing Net Working Capital is $500,000 or less; (b) zero if the Closing Net Working Capital is greater than $500,000, but less than or equal to $1,000,000 or (c) $1,000,000 minus the Closing Net Working Capital if the Closing Net Working Capital is greater than $1,000,000.

Net Working Capital Deficiency is the amount equal to the difference between the Target Net Working Capital and the Closing Date Net Working Capital, if such number is a positive number

Net Working Capital Deficiency means the amount by which Net Working Capital is a greater negative amount than negative$16,500,000.00.

Net Working Capital Deficiency means the amount (if any), expressed as an absolute value, by which the Closing Net Working Capital, as determined pursuant to Section 2.03(c)(i), is less than the Estimated Net Working Capital.

Net Working Capital Deficiency. As defined in Section 2.05(g).