Working Capital Floor definition

Working Capital Floor means an amount equal to the Base Working Capital minus $500,000.
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Working Capital Floor shall have the meaning specified in Section 2.3(a).
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Working Capital Floor means an amount equal to $154,000,000.
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Examples of Working Capital Floor in a sentence

  • If the Company is delivered on the Closing Date with such estimated Working Capital below the Working Capital Floor, the Purchase Price shall be adjusted downward dollar-for-dollar in the amount of the deficiency.

  • Any excess cash over the Working Capital Floor will be part of the Dividend to Seller on the Closing Date.

  • The Parties acknowledge that no adjustments may be made to the Working Capital Target, the Working Capital Floor or the Working Capital Ceiling.

  • If the Estimated Net Working Capital is less than the Net Working Capital Floor, then the Purchase Payments shall be decreased by the amount of such deficiency, allocated among the Equity Participants in accordance with each Equity Participant’s Equity Proportion.

  • If the Estimated Closing Date Working Capital is equal to or greater than the Target Working Capital Floor but less than or equal to the Target Working Capital Ceiling, then neither the Purchase Price nor the Closing Cash Payment shall be adjusted pursuant to this Section 2.6(a).

  • In the event that Estimated Net Working Capital is equal to or greater than the Target Net Working Capital Floor and equal to or less than the Target Net Working Capital Ceiling, then no adjustment to the Closing Date Cash Purchase Price shall be made pursuant to the provisions of this Section 3.4(a).

  • In the event that the Net Working Capital as calculated based on the Closing Balance Sheet is equal to or greater than the Target Net Working Capital Floor and equal to or less than the Target Net Working Capital Ceiling, then no payments shall be required to be made pursuant to this Section 3.6(a).

  • If the Final Closing Net Working Capital is greater than or equal to the Base Net Working Capital Floor and less than or equal to the Base Net Working Capital Ceiling, then no further payment shall be required to be made in respect of Final Closing Net Working Capital.

  • If the Estimated Net Working Capital is equal to or greater than the Target Net Working Capital Floor and equal to or less than the Target Net Working Capital Ceiling, then no adjustments shall be made pursuant to this Section 1.5(a).

  • If the Estimated Closing Date Working Capital is less than the Target Working Capital Floor, then the Purchase Price and, as provided in Section 2.5(a), the Closing Cash Payment shall be reduced, on a dollar-for-dollar basis, by the amount by which the Estimated Closing Date Working Capital is less than the Target Working Capital Floor (the “Estimated Reduction Amount”).


More Definitions of Working Capital Floor

Working Capital Floor means an amount equal to negative $3,000,000 (-$3,000,000), which shall include Cash.
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Working Capital Floor means $85,000,000.
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Working Capital Floor means $5,000,000.
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Working Capital Floor means an amount equal to $112 million.
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Working Capital Floor means an amount equal to (i) the Working Capital Target minus (ii) the Working Capital Collar Amount.
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Related to Working Capital Floor

  • Working Capital Facility means, at any time, the aggregate amount of the Working Capital Lenders' Working Capital Commitments at such time.

  • 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 Target means $0.

  • Base Working Capital means $25,000,000.

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

  • Final Working Capital has the meaning set forth in Section 2.04(b).

  • Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the open of business on the Closing Date.

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

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • 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.

  • Actual Working Capital has the meaning set forth in Section 2.7(a).

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

  • Working Capital Borrowings means borrowings incurred pursuant to a credit facility, commercial paper facility or similar financing arrangement that are used solely for working capital purposes or to pay distributions to the Partners; provided that when such borrowings are incurred it is the intent of the borrower to repay such borrowings within 12 months from the date of such borrowings other than from additional Working Capital Borrowings.

  • Working Capital Reserve means a cash reserve held in the Operating Account that is readily available to Manager during the Term to finance the services, repairs and maintenance described in Section 5.2 including Minor Capital Expenditures and Major Capital Expenditures, insurance premiums for the Property described in Section 9.1, and utilities for the Property, in such amounts as determined by the Owner in its sole discretion.

  • Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.

  • Working Capital Loans means any loan made to Acquiror by any of the Sponsor, an Affiliate of the Sponsor, or any of Acquiror’s officers or directors, and evidenced by a promissory note, for the purpose of financing costs incurred in connection with a Business Combination.

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

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

  • Target Working Capital means $0.

  • Net Working Capital Target means $0.00.

  • Working Capital means, with respect to the Borrower and the Subsidiaries on a consolidated basis at any date of determination, Current Assets at such date of determination minus Current Liabilities at such date of determination; provided, that, for purposes of calculating Excess Cash Flow, increases or decreases in Working Capital shall be calculated without regard to any changes in Current Assets or Current Liabilities as a result of (a) any reclassification in accordance with GAAP of assets or liabilities, as applicable, between current and noncurrent or (b) the effects of purchase accounting.

  • Working Capital Assets has the meaning as set forth in the Recitals of this Agreement.

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

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