Estimated Adjustment Amount definition

Estimated Adjustment Amount has the meaning set forth in Section 3.2(b).

Estimated Adjustment Amount shall have the meaning set forth in Section 4.02.

Estimated Adjustment Amount shall have the meaning set forth in Section 2.5(a).

Examples of Estimated Adjustment Amount in a sentence

• The “ Post-Closing True-Up” may be a positive or negative number and shall be an amount equal to the Actual Adjustment Amountless the Estimated Adjustment Amount.

• Each Seller will provide the Buyer and its representatives with prompt access to such books, records, employees and auditors of such Seller as the Buyer may reasonably request in order to verify the determination of the Estimated Adjustment Amount.

• If the Estimated Adjustment Amount is positive, then the Cash Consideration shall be increased dollar for dollar by the amount of such excess.

• If the Estimated Adjustment Amount is negative, then the Cash Consideration shall be decreased dollar for dollar by the absolute value of such deficiency.

More Definitions of Estimated Adjustment Amount

Estimated Adjustment Amount means Seller's good faith reasonable estimate of an Adjustment Amount for the Closing, which estimate shall be provided to Purchaser no later than five Business Days before the Closing.

Estimated Adjustment Amount means the sum of (a) the Estimated Company Cash and Cash Equivalents, plus (b) the Estimated Tax Benefit Amount, plus (c) the amount, if any, by which Estimated Company Working Capital is in excess of the Company Working Capital Target, minus (d) the amount, if any, by which Estimated Company Working Capital is less than the Company Working Capital Target, minus (e) Estimated Company Fees and Expenses, minus (f) Estimated Indebtedness for Borrowed Money, minus (g) Estimated Current Income Taxes.

Estimated Adjustment Amount means Estimated Closing Net Working Capital minus Target Working Capital plus Estimated Closing Cash minus Estimated Closing Indebtedness minus Estimated Closing Transaction Expenses. For the avoidance of doubt, the Estimated Adjustment Amount may be positive or negative.

Estimated Adjustment Amount has the meaning provided such term in Section 2.3(a).

Estimated Adjustment Amount means (i) the Estimated Maintenance and Capital Expenditures Amount plus (ii) the Estimated Inventory Adjustment Amount plus (iii) the Estimated Materials and Supplies Adjustment Amount.

Estimated Adjustment Amount means (a) the Estimated Net Working Capital Amount, plus (b) Estimated Closing Cash, less (c) Estimated Closing Debt, less (d) Estimated Unpaid Company Transaction Expenses, in each case as finally estimated in accordance with Section 2.04(a).

Estimated Adjustment Amount means the estimated Adjustment Amount set forth on the Estimated Adjustment Certificate.