Estimated NWC definition

Estimated NWC has the meaning set forth in Section 2.6(b).
Sample 1Sample 2
Estimated NWC means Sellers’ good faith estimate of Net Working Capital as of the Closing Date, as set forth on Exhibit D.
Sample 1
Estimated NWC. See Section 2.1(c);
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Examples of Estimated NWC in a sentence

  • If the Net Working Capital Amount as finally determined pursuant to the dispute resolution procedures described above is greater than the Estimated Net Working Capital Amount shown on the Estimated NWC Certificate, then Buyer shall pay to Sellers cash equal to the amount by which the Net Working Capital Amount exceeds the Estimated Net Working Capital Amount.

  • If the Net Working Capital Amount as finally determined pursuant to the dispute resolution procedures described above is less than the Estimated Net Working Capital Amount shown on the Estimated NWC Certificate, then Sellers shall pay to Buyer cash equal to the amount by which the Estimated Net Working Capital Amount exceeds the Net Working Capital Amount.

  • The Estimated NWC Certificate shall contain reasonable detail and supporting documentation with respect to such determination.

  • If the Estimated Closing Net Working Capital is greater than zero, Buyer shall pay the difference between the Estimated Net Working Capital and zero (the "Estimated NWC Payment Amount") to Sellers at the Closing according to their respective Cash Percentages.

  • The Closing Payment shall be an amount equal to (A) Two Billion, One Hundred Fifty Million Dollars ($2,150,000,000), plus (B) the Estimated NWC Adjustment Amount, plus (C) the amount of any value added Taxes to be paid by a Company to Vitro or any of its Affiliates as a result of the Pre-Closing Transactions for remittance to the appropriate Tax Authority (with a schedule of such value added Taxes to be delivered by Vitro to Buyer prior to the Closing), minus (D) the Estimated Change in Control Payments.

  • The Board of Education has been supplied detailed background information regarding the following agenda items and/or the agenda items listed below have been discussed at a previous meeting of the White Pigeon Board of Education.

  • The NWC Target, Estimated NWC, Estimated Closing Company Cash, Estimated Indebtedness and Estimated Transaction Expenses are calculated in accordance with GAAP as applied by the Companies in connection with preparation of their 2022 audited financial statements.

  • At the Closing, and utilizing the Estimated NWC, LMP shall deliver to Xxxxxxxx, by wire transfer of immediately available funds to the designated account or accounts of Xxxxxxxx, an amount equal to the Purchase Price.

  • An illustrative example of the Estimated NWC Statement and the calculations set forth in the preceding clauses (i) and (ii) is set forth as Exhibit 2.02(d) (the “Illustrative NWC Calculation”).

  • THIS NINTH SUPPLEMENTAL INDENTURE AND THE NOTES AND THE SUBSDIARY GUARANTEE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAW PRINCIPLES.


More Definitions of Estimated NWC

Estimated NWC has the meaning set forth in Section 4.3(b).
Sample 1
Estimated NWC has the meaning set forth in Section 1.6(a).
Sample 1
Estimated NWC has the meaning specified in Section 3.3.
Sample 1
Estimated NWC means New Wave’s estimated Net Working Capital as of the Closing Date as reflected on the Estimated Closing NWC Statement.
Sample 1

Related to Estimated NWC

  • Estimated Net Working Capital shall have the meaning set forth in Section 2.3(a).

  • Estimated Working Capital Adjustment shall have the meaning set forth in Section 2.2(b).

  • Estimated Value means the value of the Contract estimated under these Contract and Procurement Regulations.

  • Estimated Cash has the meaning set forth in Section 2.4(a).

  • Estimated revenue means the amount of revenue estimated to be received from all sources during the budget year in each fund for which a budget is being prepared.

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Estimated Working Capital has the meaning set forth in Section 2.3(a).

  • Consolidated Working Capital Adjustment means, for any period on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Estimated Project Cost means Benchmark cost of MNRE which is Rs 8.00 Crore/MWp as per MNRE letter no. 03/20/2014-15/GCRT/11.12.14 at the time of Bid Due date.

  • Net Working Capital Adjustment Amount means an amount (which may be a positive or negative number) equal to (a) the Closing Date Net Working Capital minus (b) the Target Net Working Capital.

  • Working Capital Adjustment has the meaning set forth in Section 2.15(b).

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Working Capital Adjustment Amount means the amount (which may be positive or negative) equal to the result of the Closing Net Working Capital minus the Target Working Capital Amount.

  • Estimate means to be based on technical evaluation of the sources contributing to the discharge including, but not limited to, pump capabilities, water meters, and batch discharge volumes.

  • Net Working Capital Amount means, with respect to a Participating McNeil Partnership, the excess of the Positive Excess Cash Balance of such Participating McNeil Partnership over the cash on hand of such Participating McNeil Partnership immediately prior to the Effective Time.

  • Target Working Capital Amount means Nineteen Million Dollars ($19,000,000).

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Working Capital Deficit means the amount, if any, by which the Closing Working Capital is less than the Target Working Capital.

  • Estimated Closing Statement has the meaning set forth in Section 2.4(a).

  • Estimated Cost , for the purposes of rule 22, means the estimated cost to maintain, repair or replace a major capital item;

  • Target Net Working Capital Amount means $5,000,000.

  • Estimated taxes means the amount that the taxpayer reasonably estimates to be the taxpayer's tax liability for a municipal corporation's income tax for the current taxable year.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Working Capital Amount shall have the meaning specified in Section 3.4(e).