Working Capital Adjustment Amount has the meaning set forth in Section 2.1(b)(ii). Section 1.2
Working Capital Adjustment shall have the meaning set forth in Section 3.5(c)(i).
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 Escrow Amount means $1,000,000.
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 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;
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Purchase Price Adjustment Escrow Amount means $3,000,000.
Adjustment Escrow Amount means $1,000,000.
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.
Adjustment Escrow Funds means the amounts held in the Adjustment Escrow Account, including any dividends, interest, distributions and other income received in respect thereof, less any losses on investments thereof, less distributions thereof in accordance with this Agreement and the Escrow Agreement.
Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.
Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.
Closing Cash Amount has the meaning set forth in Section 2.2.
Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the open of business on the Closing Date.
Final Closing Working Capital has the meaning set forth in Section 2.5(d).
Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.
Closing Date Working Capital has the meaning specified in Section 2.3(b).
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.
Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).
Working Capital Advance has the meaning specified in Section 2.01(c).
Working Capital Amount shall have the meaning specified in Section 3.4(e).
Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).