Examples of Working Capital Upper Target in a sentence
There shall be no adjustment to the Cash Consideration if the Estimated Closing Working Capital is an amount which falls on or between the Working Capital Upper Target and the Working Capital Lower Target.
The Cash Purchase Price shall be adjusted as follows: (i) the Cash Purchase Price shall be decreased by the Preliminary Assumed Indebtedness and (ii) if the amount of Preliminary Working Capital exceeds the Working Capital Upper Target, then the Cash Purchase Price shall be increased by the excess, or if the amount of Preliminary Working Capital is less than the Working Capital Lower Target, then the Cash Purchase Price shall be decreased by the shortfall.
If the Estimated Closing Date Net Working Capital is greater than the Working Capital Upper Target, then the Closing Date Consideration will be increased by an amount (such amount expressed as an absolute value) equal to the Estimated Closing Date Net Working Capital minus the Working Capital Upper Target (such amount, the “Working Capital Overage”).
If the Estimated Closing Date Net Working Capital is greater than or equal to the Working Capital Lower Target, but less than or equal to the Working Capital Upper Target, then the Closing Date Consideration will not be adjusted pursuant to this Section 2.1(c), but may be subject to adjustment for a Working Capital Underage or Working Capital Overage following the Closing, as otherwise provided in Section 2.3.
For the avoidance of doubt, if (x) the Net Working Capital does not exceed the Net Working Capital Upper Target, the amount in the foregoing clause (a) shall be zero, and (y) if the Net Working Capital is not less than the Net Working Capital Lower Target, the amount in the foregoing clause (b) shall be zero.