Working Capital Adjustment Notice definition

Working Capital Adjustment Notice means the form annexed to this Escrow Agreement as Schedule 5, which is to be used by the Purchaser and the Seller to instruct the Escrow Agent to release (a part of) the Escrow Balance to the Purchaser and in compliance with Clause 5.3.
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Examples of Working Capital Adjustment Notice in a sentence

  • Amount In writing For and on behalf of the Purchaser ________________________ By: Date: Schedule 5 Form of Working Capital Adjustment Notice‌ Working Capital Adjustment Notice To: Fortis Escrow (Fortis Bank (Netherlands)) N.V., Attn.

  • Notwithstanding anything in this Section 2(g) to the contrary, if there is any Working Capital Adjustment and Seller or the Surviving Company disputes any item on the Working Capital Adjustment Notice, then such party will notify the other in writing of each disputed item (collectively, the "Disputed Amounts") and specify the amount thereof in dispute within 15 business days after the delivery of the Working Capital Adjustment Notice.

  • Amount In writing For and on behalf of the Purchaser ________________________ By: Date: CONFIDENTIAL TREATMENT REQUESTED REDACTED VERSION Schedule 5 Form of Working Capital Adjustment Notice Working Capital Adjustment Notice To: Fortis Escrow (Fortis Bank (Netherlands)) N.V., Attn.

  • In the event that the Actual Working Capital is more than the Working Capital Target, then Seller will deliver a Working Capital Adjustment Notice to Buyer setting forth the Actual Working Capital and the Working Capital Adjustment due to Seller from the Surviving Company.

Related to Working Capital Adjustment Notice

  • 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.

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

  • 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.

  • 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 shall have the meaning set forth in Section 2.2(b).

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

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

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

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

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

  • Working Capital Advance has the meaning specified in Section 2.01(c).

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

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • 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.

  • Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the close of business on the Closing Date.

  • Working Capital Escrow Amount means $2,000,000.

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

  • Working Capital Target means $0.

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Base Working Capital means negative USD$250,000 in aggregate for the Target Entities.

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

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Adjusted Working Capital means the remainder of (a) the consolidated current assets of the Obligors minus the amount of cash and cash equivalents included in such consolidated current assets, minus (b) the consolidated current liabilities of the Obligors minus the amount of consolidated short-term Debt (including current maturities of long-term Debt) of the Obligors included in such consolidated current liabilities.

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