Working Capital Overage definition

Working Capital Overage shall exist when (and shall be equal to the amount by which) the Estimated Net Working Capital exceeds the Target Net Working Capital.

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

Working Capital Overage means the amount, if any, by which the Estimated Net Working Capital or the Final Net Working Capital (as applicable) exceeds the Target Working Capital.

Examples of Working Capital Overage in a sentence

• The amount of the Estimated Closing Net Working Capital Overage (if any) determined to be due and owing to Sellers pursuant to the Estimated Closing Statement shall be paid by Buyer at the Closing pursuant to Section 2.01.

• For example, if Valley contributed $7,250,000 in Working Capital to the Company on the Closing Date and Desert Springs contributed $2,550,000 in Working Capital to the Company on the Closing Date, then the Working Capital Shortage would be $200,000 to be paid to the Company by Desert Springs or the Working Capital Overage would be $527,272.72 which would be retained by Valley rather than contributed.

• Any such amounts determined to be payable pursuant to the Final Closing Statement shall be paid to either Sellers (in the case of a Final Closing Net Working Capital Overage) or Buyer (in the case of a Final Closing Net Working Capital Shortage) pursuant to Section 3.03(e) (the “Final Closing Payment”).

• The Working Capital Shortage shall be calculated and used unless Valley and Desert Springs shall agree to calculate and use the Working Capital Overage.

More Definitions of Working Capital Overage

Working Capital Overage shall exist when (and shall be equal to the amount by which) the Working Capital Estimate exceeds $30,000,000 (the “Base Amount”).

Working Capital Overage has the meaning set forth in Section 1.5.

Working Capital Overage means, if the Working Capital Estimate exceeds $0, the amount of such excess.

Working Capital Overage means the amount by which the Working Capital exceeds the WC Target.

Working Capital Overage shall exist when (and shall be equal to the amount by which) the Working Capital Estimate exceeds the Target Working Capital, which amount shall be added to the Base Price as contemplated in the definition of Closing Payment contained in Article X. A “Working Capital Deficiency” shall exist when (and shall be equal to the amount by which) the Target Working Capital exceeds the Working Capital Estimate, which amount shall be subtracted from the Base Price as contemplated in the definition of Closing Payment contained in Article X.

Working Capital Overage means, when (and only when) the Closing Working Capital is greater than the Target Net Working Capital, the amount by which the Closing Working Capital is greater than the Target Net Working Capital.

Working Capital Overage means the amount (expressed as a positive number), if any, by which the Closing Working Capital exceeds the Working Capital Target Amount.