Net Working Capital Difference definition

Net Working Capital Difference means the amount (which may be negative, positive or zero) equal to (1) Net Working Capital as of the Purchase Price Measurement Time, minus (2) Target Net Working Capital.

Net Working Capital Difference has the meaning given to it in Section 2.2(b).

Net Working Capital Difference means (i) if the Net Working Capital is less than the Target Working Capital, the negative difference between the Net Working Capital and the Target Working Capital, (ii) if the Net Working Capital is equal to the Target Working Capital, zero; and (iii) if the Net Working Capital is more than the Target Working Capital, the positive difference between the Net Working Capital and the Target Working Capital.

Examples of Net Working Capital Difference in a sentence

• The Adjustment Amount Statement shall (i) with respect to the Net Cash calculation and the Net Working Capital Difference calculation, be prepared in accordance with IFRS applied on a basis consistent with the preparation of the Financial Statements and in substantially the same form as the reference statement set forth in Schedule 2.6 of the Disclosure Schedules and (ii) be certified by a financial officer of the Company.

• The Estimated Adjustment Amount Statement shall (i) with respect to the Estimated Net Cash calculation and the Estimated Net Working Capital Difference calculation, be prepared in accordance with IFRS applied on a basis consistent with the preparation of the Financial Statements and in substantially the same form as the reference statement set forth in Schedule 2.6 of the Disclosure Schedules and (ii) be certified by a director of the Company.

• If the Net Working Capital Difference exceeds the amount of EUR 8,600,000.00 (in words: Euro eight million six hundred thousand) the Net Working Capital Difference shall be deducted (a) by the amount exceeding EUR 8,600,000.00 (in words: Euro eight million six hundred thousand) and (b) by an amount of EUR 2,000,000.00 (in words: Euro two million).

• The Closing Purchase Price is adjusted on a USD-for-USD basis by an amount equal to the sum of the Net Debt (Difference) and the Net Working Capital Difference (Final) (such amount, the Adjustment Amount).

• The Purchase Price to be paid by the Buyer for the Acquired Assets shall be (a) $5,000,000 less the Net Working Capital Difference, if any, in cash (the “Cash Consideration”), and (b) 5,375,000 shares (the “Shares”) of Buyer Common Stock.

• The submission of the disputed matter to the Accounting Firm shall be the exclusive remedy for resolving accounting disputes relative to the determination of Net Working Capital Difference.

• Prospective defendants were given the right to make summary application to a High Court judge for a stay of proceedings if the judge was satisfied that they had acted “in good faith and with reasonable care”.

• As such, to the extent the Target Group has any Net Working Capital Difference and Net Debt Difference as of the First Closing Date, there shall be an adjustment payment equal to the Post-Closing Adjustment Amount that is payable either from the Seller and Founder to the Buyer, or vice versa, in each case calculated pursuant to this Article 3.

• To the extent the final Closing Net Working Capital (after adjustments) is below $105,000.00, the Seller shall remit to the Buyer the amount of the Net Working Capital Difference from the Cash Consideration.

More Definitions of Net Working Capital Difference

Net Working Capital Difference means the amount, if any, by which Closing Net Working Capital (as adjusted for Retained Liabilities and Excluded Assets) is less than $435,000 (it being understood that no adjustment will be made if Closing Net Working Capital is greater than $435,000).

Net Working Capital Difference means an amount equal to: First Closing Net Working Capital minus RMB 645,243,000.

Net Working Capital Difference shall have the meaning set forth in Section 5.24(c).