Estimated Net Working Capital Surplus definition

Estimated Net Working Capital Surplus means the amount, if any, by which the Estimated Net Working Capital, as set forth in the Estimated Closing Statement, exceeds the Company Net Working Capital Target.

Estimated Net Working Capital Surplus means the amount, if any, by which the NWC Purchase Price Component is less than the Estimated Net Working Capital Amount as set forth on the Estimated Closing Statement.

Estimated Net Working Capital Surplus means the amount by which the Estimated Net Working Capital is greater than the Net Working Capital Target.

Examples of Estimated Net Working Capital Surplus in a sentence

• In consideration of the sale of the Company LLC Interests, the Buyer shall pay to the Seller Twenty Two Million Dollars ($22,000,000), plus or minus any Estimated Net Working Capital Surplus or Estimated Net Working Capital Shortfall, as applicable, (the “ Purchase Price”).

• Parent has prepared in good faith and delivered to Purchaser a statement (the “Estimated Statement”) setting forth the (A) the Estimated Cash and Cash Equivalents, (B) the Estimated Closing Indebtedness, (C) the Estimated Net Working Capital Amount, and (D) the Estimated Net Working Capital Deficit, if any, or the Estimated Net Working Capital Surplus, if any.

• If there is an Estimated Net Working Capital Surplus, the Purchase Price shall be increased by the amount of such Estimated Net Working Capital Surplus.

• The “Estimated Closing Payment” will be equal to the Initial Purchase Price (i)(A) increased by the Estimated Net Working Capital Surplus (if any) or (B) decreased by the Estimated Net Working Capital Deficiency (if any), (ii) decreased by the Estimated Indebtedness at Closing, (iii) decreased by the Seller Transaction Expenses and (v) increased by Estimated Cash.

• Positive Adjustment”: The excess, if any, of (A) Final Closing Cash over Estimated Closing Cash, (B) Estimated Closing Indebtedness over Final Closing Indebtedness, (D) Final Net Working Capital Surplus over Estimated Net Working Capital Surplus, and (E) Estimated Net Working Capital Shortfall over Final Working Capital Shortfall.

More Definitions of Estimated Net Working Capital Surplus

Estimated Net Working Capital Surplus means the amount, if any, by which Estimated Net Working Capital exceeds Target Net Working Capital.

Estimated Net Working Capital Surplus has the meaning set forth in Section 2.1(c).

Estimated Net Working Capital Surplus means the amount, if any, by which the Estimated Net Working Capital exceeds the Net Working Capital Target, as set forth on the Closing Date Financial Statement.

Estimated Net Working Capital Surplus means the dollar amount, if any, by which the Estimated Closing Net Working Capital Amount exceeds $0; provided, however, that if the amount of such excess is greater than $15,000,000, then the “Estimated Net Working Capital Surplus” shall equal $15,000,000.

Estimated Net Working Capital Surplus means the amount by which the Estimated Closing Net Working Capital is greater than the sum of (i) the Net Working Capital Target, plus (ii) the Surplus Collar Amount; provided that if the difference between the Estimated Closing Net Working Capital and the Net Working Capital Target is less than or equal to the Surplus Collar Amount, the Estimated Net Working Capital Surplus shall be deemed to be $0. By way of illustration, if the Estimated Closing Net Working Capital is $17,470,000.00, the Estimated Net Working Capital Surplus is $1,270,000.00.

Estimated Net Working Capital Surplus means the amount, if any, by which (x) the Estimated Net Working Capital is greater than (y) the Target Net Working Capital Amount plus $250,000.

Estimated Net Working Capital Surplus means the Net Working Capital Surplus, if any, estimated by Parent and set forth on the Estimated Statement.