Target Net Working Capital definition

Examples of Target Net Working Capital in a sentence

• If the Estimated Net Working Capital is less than the Target Net Working Capital, then the Closing Date Cash Consideration will be reduced by an amount equal to such shortfall (the “Estimated Working Capital Deficiency”); provided, however, that any Estimated Working Capital Deficiency will be offset by the amount of any Estimated Funded CAPEX.

• For the avoidance of doubt, (y) any adjustment related to the Final Net Working Capital will be subject to the Working Capital Adjustment Cap and (z) if the Final Net Working Capital is less than the Target Net Working Capital, any such deficiency will be offset by the amount of the Final Funded CAPEX.

• If the Estimated Net Working Capital is equal to the Target Net Working Capital, then the Closing Date Cash Consideration will not be adjusted pursuant to this Section 2.5(b).

• If the Estimated Net Working Capital is greater than the Target Net Working Capital, then the Closing Date Cash Consideration will be increased by an amount equal to such excess (the “Estimated Working Capital Overage”); provided, however, that in no event shall the amount of any Estimated Working Capital Overage exceed $25,000,000 (the “Working Capital Adjustment Cap”).