Working Capital Deficit Amount definition

Working Capital Deficit Amount has the meaning set forth in Section 2.06(f).
Sample 1
Working Capital Deficit Amount means, as of any relevant date of determination, the negative difference (if any) between the Working Capital Amount (Actual) and the Working Capital Amount (Normal).
Sample 1Sample 2Sample 3
Working Capital Deficit Amount means the amount by which (i) Total Liabilities exceeds (ii) Total Current Assets. “Total Current Assets” shall be calculated in a manner consistent with the manner in which “Total Other Assets” was calculated on the Balance Sheet. “Total Liabilities” shall be calculated in a manner consistent with the manner in which “Total Liabilities” was calculated on the Balance Sheet and shall include all Expenses. Each of the foregoing terms shall be determined in accordance with GAAP and on a basis consistent with the Financial Statements.
Sample 1

Examples of Working Capital Deficit Amount in a sentence

  • Stockholders’ Representative Proposed Parent Working Capital Deficit Amount.

  • Stockholders’ Representative Proposed Company Working Capital Deficit Amount.

  • The Closing Date Balance Sheet shall be accompanied by a schedule which shall set forth in reasonable detail Parent’s calculation of the Working Capital Deficit Amount (the “Parent Proposed Working Capital Deficit Amount”).

  • The Closing Date Balance Sheet and the Parent Proposed Working Capital Deficit Amount shall be prepared in accordance with the same accounting principles of the Company used in the preparation by the Company of the Unaudited Interim Balance Sheet.

  • If the Net Working Capital as set forth in the Final Closing Statement is less than the Net Working Capital Target (the “Net Working Capital Deficit Amount”), cash in the amount of the Net Working Capital Deficit Amount shall be released to Buyer from the Escrow Account pursuant to joint instructions to be executed and delivered to the Escrow Agent by Buyer and the Member Representative.

  • Purchaser will compute the Adjusted Working Capital consistent with the manner in which the Estimated Adjusted Working Capital was computed and the Adjusted Fixed Portion of the Purchase Price shall equal the Fixed Portion of the Purchase Price increased by the Working Capital Surplus Amount or decreased by the Working Capital Deficit Amount, as the case may be.

  • If the Estimated Net Working Capital Adjustment Amount is greater than the Net Working Capital Adjustment Amount (such difference, the “Net Working Capital Deficit Amount”), then within five (5) days after the Determination Date, Seller shall pay to Purchaser the Net Working Capital Deficit Amount.

  • In the event the Escrow Fund is insufficient to pay a Working Capital Deficit Payment, the Seller Indemnifying Parties shall promptly (but no later than three (3) Business Days) wire, in immediately available funds, to Buyer the amount by which the Working Capital Deficit Amount exceeds the Escrow Fund in accordance with each Seller Indemnifying Party’s Fully Diluted Pro Rata Percentages.

  • If the Estimated Initial Purchase Price is greater than the Definitive Initial Purchase Price (the positive amount by which the Estimated Initial Purchase Price exceeds the Definitive Initial Purchase Price, the “Working Capital Deficit Amount”), then, Buyer may recover from the Escrow Fund an amount equal to the Working Capital Deficit Amount (a “Working Capital Deficit Payment”).

  • Upon receipt of the Estimated Adjusted Working Capital, the parties then determined whether there is a Working Capital Surplus Amount or Working Capital Deficit Amount and the “Estimated Purchase Price,” based upon the Estimated Adjusted Working Capital.


More Definitions of Working Capital Deficit Amount

Working Capital Deficit Amount has the meaning set forth in Section 1.3(b).
Sample 1
Working Capital Deficit Amount is the amount by which the Working Capital Target exceeds the Estimated Working Capital Amount.
Sample 1
Working Capital Deficit Amount then, Buyer may permanently reduce the Holdback Amount by an amount equal to the Working Capital Deficit Amount. In the event the Holdback Amount cannot be reduced enough to satisfy the Working Capital Deficit Amount, Seller shall within five (5) Business Days) wire, in immediately available funds, to Buyer the amount by which the Working Capital Deficit Amount exceeds the amount the Holdback Amount is able to be reduced.
Sample 1
Working Capital Deficit Amount means the aggregate absolute amount by which Working Capital, as of the Measurement Date, is less than $4,950,000; provided, however, that in the event that Working Capital, as of the Measurement Date, is greater than or equal to $4,950,000, the Working Capital Deficit Amount shall equal zero.
Sample 1
Working Capital Deficit Amount means (a) if the Final Reference Amount exceeds Company Net Working Capital by more than $4,500,000, the amount of such excess minus $4,500,000 and (b) otherwise, zero.
Sample 1

Related to Working Capital Deficit Amount

  • Working Capital Deficit means the amount, if any, by which the Closing Working Capital is less than the Target Working Capital.

  • Working Capital Adjustment Amount means an amount, which may be positive or negative, calculated in accordance with Schedule C, equal to the difference of (a) the Closing Date Adjusted Working Capital minus (b) the Preliminary Adjusted Working Capital.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Working Capital Amount means the difference between (x) the total current assets of the Company and its Subsidiaries and (y) the total current liabilities (other than the New Company Debt, the Existing Company Debt and Deal Expenses) of the Company and its Subsidiaries (in each case calculated in accordance with GAAP immediately prior to the Effective Time and after giving effect to the Contribution, the Distribution and the disposition of cash and cash equivalents contemplated by Section 6.24).

  • Working Capital Escrow Amount means $2,000,000.

  • Net Working Capital Amount means, with respect to a Participating McNeil Partnership, the excess of the Positive Excess Cash Balance of such Participating McNeil Partnership over the cash on hand of such Participating McNeil Partnership immediately prior to the Effective Time.

  • Working Capital Target means $0.

  • Working Capital Adjustment has the meaning set forth in Section 2.5(a).

  • Target Working Capital Amount means $75,000,000.

  • Target Net Working Capital Amount means $5,000,000.

  • Working Capital Surplus means the amount by which the Working Capital is greater than the Target Working Capital Amount.

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Net Working Capital Target means $0.00.

  • Consolidated Working Capital Adjustment means, for any period of determination on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;

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

  • Working Capital Advance has the meaning specified in Section 2.01(a).

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Adjusted Capital Account Deficit means, with respect to any Member, the deficit balance, if any, in such Member’s Capital Account as of the end of the relevant Fiscal Year, after giving effect to the following adjustments:

  • Estimated Closing Date Net Working Capital has the meaning set forth in Section 2.3(a)(i).

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Working Capital Units shall have the meaning given in the Recitals hereto.