Capex Adjustment definition

Capex Adjustment means the aggregate capex adjustment for Capex Plan and Annual Capex Plan, and shall be:

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Capex Adjustment means, in respect of any fiscal year for which Excess Cash Flow is required to be calculated hereunder, an amount equal to any liabilities in respect of payment for Capital Expenditures for such fiscal year that are included in the Borrower's consolidated current liabilities as of the end of such fiscal year for purposes of determining the increase or decrease in Net Working Capital for such fiscal year, but only to the extent that such liabilities are paid in cash prior to the last day of the first fiscal quarter of the immediately succeeding fiscal year; provided that the Borrower may elect, in its discretion, to exclude any such amount in calculating the Excess Cash Flow for such fiscal year, in which case the "Capex Adjustment" shall be such lesser amount (not less than zero) as the Borrower shall elect in calculating Excess Cash Flow for such fiscal year.

Capex Adjustment means an amount equal to (i) the Capex Planned Amount, minus (ii) the aggregate amount of all capital expenditures actually incurred by the Company and the Subsidiaries from and after the date of this Agreement and prior to the Closing Date; provided that, in the event clause (ii) is greater than clause (i), the Capex Adjustment shall be deemed to be zero.

Examples of Capex Adjustment in a sentence

• The aggregate purchase price (the “Purchase Price”) for the Shares shall be an amount equal to (a) One Billion Dollars ($1,000,000,000.00), minus (b) the Closing Indebtedness, minus (c) any Capex Adjustment, minus (d) any Reimbursable Expenses.

• Capex and Capex Adjustment have the meaning as defined in Schedule 10 Definitions.

• Any distribution or contribution required hereunder shall be made on or before the fifteenth (15th) Business Day after the final determination of the Capex Adjustment Statement in accordance with Section 2.6(c).

• The Sellers, and the Buyers shall provide to the Independent Accounting Firm the Closing Statement and the computations of Net Working Capital, Net Cash Amount, Closing Indebtedness, Transaction Expenses, Restructuring Expenses and the Capex Adjustment and any other documents or information that the Independent Accounting Firm deems pertinent to make a final and binding determination of any issues as to which the parties are in disagreement.

• If NTI timely delivers a Notice of Disagreement with respect to the Capex Adjustment Statement, only those matters specified in such Notice of Disagreement shall be deemed to be in dispute, and all other matters included in the Capex Adjustment Statement shall be final, binding and conclusive upon the Parties and not subject to any further challenge on any ground for any purpose, except for instances of fraud and/or manifest error.

More Definitions of Capex Adjustment

Capex Adjustment means Funded CapEx minus the CapEx Target, expressed as a positive number if positive, and as a negative number if negative, each calculated immediately before the Closing.

Capex Adjustment means, for the activities set forth in the Capital Expenditure Budget that were to have been completed and paid for prior to Closing in accordance with the timing therefor as set forth in the Capital Expenditure Budget, the sum of the amounts set forth in such Capital Expenditure Budget for each such activity minus costs incurred and paid by Seller in connection with such projects, without duplication of amounts included in the Aggregate Net Working Capital Amount.

Capex Adjustment means (a) 50% of any capital expenditures (or portion thereof), including ELG Capital Expenditures, to the extent funded by WPCo in an amount in excess of 50% of the total amount thereof on or prior to December 31, 2028, plus (b) an amount equal to the WACC for the amounts included in clause (a), applied to all of such amounts using the

Capex Adjustment means, with respect to any fiscal year, an amount equal to (a) an additional amount of $500,000 for each Rig above an aggregate of 17 Rigs that the Company operates during such fiscal year, plus (b) an amount equal to costs incurred to reactivate any Rig, so long as (i) the Company has a signed contract with a customer with respect to each such Rig of at least one (1) year duration providing for early termination payments consistent with past practice equal to at least the expected margin on the contract, (ii) the expected margin on such Rig contract will be equal to or exceed the reactivation Capital Expenditures subject to this CapEx Adjustment in clause (b), and (iii) the reactivation Capital Expenditures, Rig contract and the expected margin calculation are approved by the Board of Directors and (c) an amount equal to such other Capital Expenditures specifically approved by written or electronic consent by both (i) the Required Holders (which approval may, for the avoidance of doubt, be provided by the Required Holders in their sole discretion for an amount of Capital Expenditures to be committed or made by the Company or a Subsidiary of the Company within ninety (90) days after the date of such consent) and (ii) the Board of Directors of the Company.

Capex Adjustment means: (a) if the Capex is greater than the Target Capex by an amount exceeding 1 per cent. of Target Capex, the amount of such surplus (defined as a positive number) over 1 per cent. of Target Capex; or (b) if the Capex is less than the Target Capex by an amount exceeding 1 per cent. of the Target Capex, the amount of such deficit (defined as a negative number) over 1 per cent. of the Target Capex;

Capex Adjustment means the sum of (a) with respect to each line item of capital expenditures set forth on the CapEx Schedule other than “Routine Capex” and “IT Capex,” (as indicated on the CapEx Schedule) an amount equal to Actual CapEx minus Scheduled CapEx with respect to such line item, which amount may be positive or negative, and (b) with respect to Routine Capex and IT Capex, (x) if Actual CapEx is greater than or equal to ninety percent (90%) of Scheduled CapEx, an amount equal to zero dollars ($0), or (y) if Actual CapEx is less than ninety percent (90%) of Scheduled CapEx, the amount by which Actual CapEx is less than ninety percent (90%) of Scheduled CapEx, expressed as a negative number. In no event will lease buyouts or repurchases be considered CapEx or be included in the CapEx Adjustment.

Capex Adjustment means (a) 50% of any capital expenditures (or portion thereof), including ELG Capital Expenditures, to the extent funded by WPCo in an amount in excess of 50% of the total amount thereof on or prior to December 31, 2028, plus (b) an amount equal to the WACC for the amounts included in clause (a), applied to all of such amounts using the then- applicable WACC from the dates of funding through the closing date of the consummation of the Buyout Transaction.