NWC Adjustment definition

NWC Adjustment means a positive or negative amount equal to the Net Working Capital minus the Target Net Working Capital.
NWC Adjustment means (i) the Net Working Capital as determined pursuant to Section 3.03, minus (ii) the Benchmark Net Working Capital. For the avoidance of doubt, the NWC Adjustment can be a negative number.
NWC Adjustment has the meaning set forth in Section 1.2(b)(i).

Examples of NWC Adjustment in a sentence

  • NO LIMITATION OF LIABILITY FOR DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED TO BY TIPS.

  • Any NWC Adjustment to the Purchase Price will not decrease or increase the allocation of the Purchase Price to the Intercompany Indebtedness below or above the full principal amount of the Intercompany Indebtedness.

  • Any NWC Adjustment payable to the Seller shall be paid to the Seller by the Buyer within 10 Business Days following the date at which the Settlement Statements are final and not subject to disputes by the Parties.

  • As promptly as reasonably practicable following the Closing Date and in any event not later than ninety (90) days after the Closing Date, Parent will cause to be prepared and delivered to the Stockholder Representative a statement (the “Closing Statement”) setting forth Parent’s good faith calculation of (i) the Debt-Like Items, Net Working Capital, NWC Adjustment, Company Cash, Indebtedness and Closing Net Cash, in each case as of the Effective Time, and (ii) the Equity Value based thereon.

  • On the terms and subject to the conditions of this Agreement, the aggregate consideration to be received by Seller shall be equal to (a) $825,000,000, plus (b) the NWC Adjustment, plus (c) the Closing Cash, minus (d) the Closing Indebtedness, minus (e) the Transaction Expenses, and minus (f) any portion of the Adjustment Escrow Amount and the Indemnity Escrow Amount not paid to Seller pursuant to Section 2.6 and Section 9.2, if any (collectively, the “Aggregate Consideration”).


More Definitions of NWC Adjustment

NWC Adjustment means (a) the amount by which Closing Net Working Capital is greater than the Target Net Working Capital or (b) the amount by which Closing Net Working Capital is less than the Target Net Working Capital; provided that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.
NWC Adjustment means (i) the Net Working Capital as determined pursuant to Section 3.03, m inus (ii) the Benchmark Net Working Capital. For the avoidance of doubt, the NWC Adjustment can be a negative number.
NWC Adjustment has the meaning given to it in Section 2.6.1;
NWC Adjustment means Net Working Capital as of the Effective Time, minus Target Net Working Capital. For the avoidance of doubt, the NWC Adjustment can be a negative number.
NWC Adjustment means an amount equal to the difference between the Estimated Working Capital and the Target Working Capital, which shall (i) increase the Initial Purchase Price, on a dollar-for-dollar basis, by the amount that the Estimated Working Capital exceeds the Target Working Capital or (ii) decrease the Initial Purchase Price, on a dollar-for-dollar basis, by the amount that the Estimated Working Capital is less than the Target Working Capital, as the case may be.
NWC Adjustment means the SEK amount corresponding to the difference (positive or negative) between Net Working Capital on the Closing Date and the Target Net Working Capital.
NWC Adjustment has the meaning set forth in Section 1.3(a).