Estimated Working Capital Adjustment definition

Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;

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Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater than the Normalised Working Capital Target (in which case it will be added to the Bid Amount for the purposes of Clause 7.3) or by which it is less than the Normalised Working Capital Target (in which case it will be deducted from the Bid Amount for the purposes of Clause 7.3);

Estimated Working Capital Adjustment shall have the meaning specified in Section 3.4(b).

Examples of Estimated Working Capital Adjustment in a sentence

• Any Working Capital Adjustment resulting from this Section 3.4(e) shall be offset by any reduction to the Purchase Price made at the Closing based on the Estimated Working Capital Adjustment.

• If the Estimated Net Receivables Amount plus the Estimated Inventory Value (the "Estimated Working Capital Amount") is less than $450 million, then Buyer may, at Buyer's election, reduce the Cash Consideration to be paid to Sellers at the Closing by the amount of such shortfall (the "Estimated Working Capital Adjustment").

• During the preparation and calculation of the Estimated Closing Date Net Indebtedness and Estimated Working Capital Adjustment, Seller shall, and shall cause its Subsidiaries, to afford Purchaser a reasonable opportunity to review the preparation of Estimated Closing Date Net Indebtedness and Estimated Working Capital Adjustment.

• To the extent that the actual receivables collected by Buyer during the ninety (90) days following Closing is less than the amount given to Seller from Buyer as a credit on the Estimated Working Capital Adjustment, the Actual Working Capital Adjustment shall reflect the receivables amount used in the Estimated Working Capital Adjustment and there shall be no reduction for the same.

• In the event the final Working Capital Adjustment is less than the Estimated Working Capital Adjustment, the Acquiror shall pay to the holders of Target Preferred Stock, in accordance with their respective Pro Rata Percentages, an amount equal to such overpayment within five (5) Business Days from the date that the Closing Certificate is finally determined pursuant to Section 2.13(c).

More Definitions of Estimated Working Capital Adjustment

Estimated Working Capital Adjustment has the meaning set forth in Section 2.2(a).

Estimated Working Capital Adjustment means an amount equal to the difference (which may be positive or negative) between Estimated Net Working Capital and Target Net Working Capital.

Estimated Working Capital Adjustment means the amount by which Estimated Working Capital is less than, or more than, the Working Capital Target.

Estimated Working Capital Adjustment is defined in Section 1.4(a).

Estimated Working Capital Adjustment has the meaning set forth in Section 2.7(a).

Estimated Working Capital Adjustment means an amount (which may be positive or negative) equal to:

Estimated Working Capital Adjustment means an amount equal to the absolute value of the difference between (i) the Estimated Working Capital Amount; and (ii) the Target Working Capital;