Working Capital Decrease definition

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

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Working Capital Decrease means, should Working Capital as of the Assessment Date be less than Working Capital as at August 31, 2012 (for greater certainty, acknowledged and agreed as being $70,531,000), the amount representing the difference between: (i) Working Capital as at August 31, 2012; and (ii) Working Capital as at the Assessment Date.

Working Capital Decrease means, for any period, the result, if positive, obtained by subtracting Working Capital at the close of business on the last day of such period from Working Capital at the opening of business on the first day of such period.

Examples of Working Capital Decrease in a sentence

• The Buyer’s failure to make any comment regarding, or to dispute any amount included in, the Estimated Closing Statement shall not limit, or have any effect on, the Buyer’s rights pursuant to Section 2.05(b) to conduct a review of the Estimated Closing Date Net Working Capital, the Estimated Working Capital Increase or Estimated Working Capital Decrease, as the case may be, and the resulting calculation of the Purchase Price.

• The aggregate amount to be paid by Buyers for the Purchased Shares shall be an amount equal to $112,000,000 (the “Base Purchase Price”), minus (i) the amount of any Working Capital Decrease (or plus the amount of any Working Capital Increase), minus (ii) the Company Transaction Expenses, minus (iii) the Closing Indebtedness, plus (iv) the Closing Cash (such net amount, the “Purchase Price”).

• The determination by the Accounting Firm of the disputed amounts and the Working Capital Increase or Working Capital Decrease shall be conclusive and binding on the parties hereto, absent manifest error or fraud or willful misconduct as determined by a non-appealable and binding decision by a court of law having jurisdiction over the parties.

• Any Working Capital Increase or Working Capital Decrease pursuant to Section 2.9 shall be allocated in a manner consistent with the Final Price Allocation.

• Subject to adjustment in accordance with Section 2.4, the purchase price for the Shares shall be an amount in cash equal to the sum of (i) the Base Purchase Price, plus (ii) the Closing Company Cash, minus (iii) the Closing Company Indebtedness, minus (iv) the Working Capital Decrease (or plus the Working Capital Increase), minus (v) the Closing Company Transaction Expenses (the resulting amount, the “Purchase Price”).

More Definitions of Working Capital Decrease

Working Capital Decrease means for any period the decrease in Working Capital from the first day to the last day of such period to the extent in excess of $5,000,000.

Working Capital Decrease means the decrease, if any, in Working Capital between April 30, 2003 and the Calculation Date.

Working Capital Decrease means the amount, if any, by which Target Net Working Capital exceeds the Closing Net Working Capital; provided, however, that such amount shall be $0 if the Closing Net Working Capital is equal to the upper or lower limit of the Target Net Working Capital Range or falls within the Target Net Working Capital Range.

Working Capital Decrease means the amount, if any, by which the Target Amount exceeds the Estimated Working Capital (according to the Pre-Closing Certificate).

Working Capital Decrease means the amount, if any, by which the Closing Date Net Working Capital is less than the Target Net Working Capital. “Working Capital Escrow Amount” means an amount in cash equal to $750,000.

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

Working Capital Decrease means, for any period, the amount, if any, by which Working Capital as of the end of such period is less than Working Capital as of the end of the immediately preceding period.