Net Working Capital Shortfall definition

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

Net Working Capital Shortfall means the amount (if any) by which the Estimated Net Working Capital Amount is greater than the Actual Net Working Capital Amount (expressed as a negative number);

Net Working Capital Shortfall has the meaning set forth in Section 2(b)(ii) below.

Examples of Net Working Capital Shortfall in a sentence

• Notwithstanding anything to the contrary, in the event of a Net Working Capital Shortfall, the Company shall not (and shall not permit any Subsidiary to) incur any additional debt if and to the extent such additional debt is prohibited by the Manufacturer or will cause the Company or an applicable Subsidiary to violate the Manufacturer Rules.

• The Working Capital Escrow Amounts will be held by the Working Capital Escrow Agent pending calculation of the Final Net Working Capital pursuant to Section 3.8 and the payment or receipt, if any, of the Net Working Capital Shortfall or Net Working Capital Overage, as applicable, pursuant to Section 3.8(c).

• The Adjustment Amount Statement shall (i) with respect to the Net Cash Balance calculation and the Net Working Capital Shortfall calculation, be prepared in accordance with U.S. GAAP applied on a basis consistent with the preparation of the Financial Statements and (ii) be certified by a financial officer of the Company.

• The Estimated Adjustment Amount Statement shall (i) with respect to the Net Cash Balance calculation and the Net Working Capital Shortfall calculation, be prepared in accordance with U.S. GAAP applied on a basis consistent with the preparation of the Financial Statements and (ii) be certified by a financial officer of the Company.

• The Closing Date Balance Sheet, Estimated Closing Net Working Capital, and the resulting Net Working Capital Surplus or Net Working Capital Shortfall, as applicable, shall take into account any adjustments to the preliminary Closing Date Balance Sheet requested by Acquiror in good faith and not otherwise rejected by the Company in its good faith determination.

More Definitions of Net Working Capital Shortfall

Net Working Capital Shortfall has the meaning assigned in Section 5.5.

Net Working Capital Shortfall shall have the meaning ascribed thereto in Section 4.2.1(e) hereof.

Net Working Capital Shortfall means the amount, if any, by which $2,500,000 exceeds Net Working Capital.

Net Working Capital Shortfall has the meaning set forth in Section 1.3(c).

Net Working Capital Shortfall means the amount by which the Final Closing Net Working Capital set forth in the Final Closing Statement is less than the Estimated Net Working Capital, if any.

Net Working Capital Shortfall has the meaning set forth in Section 3.8(c) of this Agreement.

Net Working Capital Shortfall means (i) if the Net Working Capital is less than the Minimum Net Working Capital, the positive difference between the Net Working Capital and the Minimum Net Working Capital, and (ii) if the Net Working Capital is equal to or more than the Minimum Net Working Capital, zero.