Examples of Net Working Capital Deficit in a sentence
Buyer and Seller shall instruct the Accounting Firm to select one of its partners experienced in purchase price adjustment disputes to make a final determination of Net Working Capital and the Net Working Capital Deficit, if any, or the Net Working Capital Surplus, if any, based solely on the items that are in dispute as set forth in the Notice of Disagreement.
The Liability in respect of such Taxes shown as owing on such Tax Returns shall be paid by X Ray, and shall be reflected on the Final Closing Date Balance Sheet so as to increase any Net Working Capital Deficit or decrease any Net Working Capital Surplus on a dollar-for-dollar basis.
In accordance with the foregoing, Seller and Buyer shall promptly deliver a joint written instruction to the Escrow Agent instructing it to release (A) to Buyer or its designee, from the Adjustment Escrow Fund, an amount equal to the lesser of (i) the Net Working Capital Deficit, if any or (ii) the Adjustment Escrow Fund and (B) if an amount remains in the Adjustment Escrow Fund after giving effect to the foregoing clause “(A),” the remaining amount of the Adjustment Escrow Fund to Seller.
Upon such resolution the Parties shall jointly instruct the Escrow Agent to deliver to Sellers the excess of such Cash above the amount of the Net Working Capital Deficit, if any; or, in the case of a Net Working Capital Surplus, Team shall join with Sellers to instruct the Escrow Agent to deliver to Sellers the entirety of such Cash, and Team shall pay to Sellers (in the proportions set forth on Exhibit A) the amount of such Net Working Capital Surplus in Cash.
A final determination of the Net Working Capital and the Net Working Capital Surplus, if any, or the Net Working Capital Deficit, if any, as of the Closing Date, shall be made in accordance with this Section 1.5(c).