Examples of Targeted Working Capital in a sentence
If the Working Capital reflected on the Preliminary Statement exceeds the Targeted Working Capital, the amount of the Closing Purchase Price shall be increased dollar-for-dollar by the amount of such excess, and if the Working Capital reflected on the Preliminary Statement is less than the Targeted Working Capital, the amount of the Closing Purchase Price shall be decreased dollar-for-dollar by such shortfall.
If the Estimated Working Capital is greater or less than the Targeted Working Capital, the cash payable to Seller on the Closing Date shall be increased or reduced dollar-for-dollar by the amount of the excess or shortfall (the “Closing Date Adjustment Amount”), without affecting the Total Purchase Price payable pursuant to the Post-Closing Adjustment pursuant to Section 1.5(c).
If Buyer delivers such notice, the Seller and Buyer shall endeavor in good faith to resolve any disagreement over the Transfer Date Balance Sheet, the pro forma balance sheet and the calculation of the Targeted Working Capital and Transfer Date Working Capital.
If the final Audited Cash Flow is greater than the Targeted Cash Flow, the Initial Purchase Price shall be adjusted, on a dollar-for-dollar basis, plus or minus, as the case may be, by (x) the amount by which the final Audited Working Capital differs from the Targeted Working Capital and (y) the Final Net Cash Intercompany Transfer Amount.
The Estimated Net Working Capital and Estimated Company Debt shall be calculated in accordance with GAAP applied on a basis consistent with the preparation of the Balance Sheet, and, with respect to the calculation of Estimated Net Working Capital, reflect the accounting principles, policies and procedures set forth in the definition of Net Working Capital so as to make it consistent with the calculation of the Targeted Working Capital.