Examples of Closing Date Working Capital Estimate in a sentence
The aggregate Merger Consideration shall be increased or decreased, as the case may be, on a dollar-for-dollar basis by an amount equal to the difference between the Closing Date Working Capital Estimate and the Adjusted Working Capital as determined in accordance with Section 2.6(c) above.
Notwithstanding anything to the contrary contained herein, the calculation of the Closing Date Working Capital Estimate shall not take into account (x) any accrual or expenses in relation to any Option Award Amount or any Option Exercise (except for any expenses in excess of $780,000 for Medicare payroll taxes in connection with the Option Award Amount or any Option Exercise) or (y) the Tax effect of any such amounts.
The disto-meter also provides muchsmaller incremental measurements, unlike the longer measuring tapes or the rolo-meters that display one quarter inch as the smallest increment.xxxivFigures 23 and 24 depict hand-sketch diagrams from the WSU scene.
If the Adjusted Working Capital exceeds the Closing Date Working Capital Estimate, the aggregate Merger Consideration shall be increased on a dollar-for-dollar basis by the amount of such excess and Parent shall pay such excess to the Holders in accordance with the terms of Section 2.6(e) below.
If the Adjusted Working Capital is less than the Closing Date Working Capital Estimate, the aggregate Merger Consideration shall be reduced on a dollar-for-dollar basis by the amount of such deficiency and such deficiency shall be paid to Parent from the Reconciliation Amount.