Closing and Post-Closing Accounting Settlements. (a) At or before Closing, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in Section 2.2. If the amount of adjustments so determined which would result in a credit to Buyer exceed the amount of adjustments so determined which would result in a credit to Seller, Buyer shall receive a credit, for the amount of such excess, against the Purchase Price to be paid at Closing, and, if the converse is true, Buyer shall pay to Seller, at Closing (in addition to amounts otherwise then owed), the amount of such excess.
Closing and Post-Closing Accounting Settlements. (a) No later than three (3) business days prior to the Closing Date, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in Section 2.2. If the amount of adjustments so determined which would result in a credit to Buyer exceed the amount of adjustments so determined which would result in a credit to Sellers, Buyer shall receive a credit, for the amount of such excess, against the Purchase Price to be paid at Closing, and, if the converse is true, Buyer shall pay to Sellers, at Closing (in addition to amounts otherwise then owed), the amount of such excess.
Closing and Post-Closing Accounting Settlements. (a) At or before Closing, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in Section 8.1. If the amount of adjustments so determined which would result in a credit to Future Sub exceed the amount of adjustments so determined which would result in a credit to the Bargx Xxxities, Future Sub shall be entitled to receive a cash payment from Bargx xx the amount of such excess, and, if the converse is true, Bargx xxxll be entitled to receive a cash payment from Future by the amount of such excess. If no adjustment of the type contemplated under this subsection (a) is made at or before Closing and Bargx xxxuld thereafter receive any net proceeds attributable to oil or gas produced after the Effective Date, Bargx xxxll promptly remit such net proceeds to Future.
Closing and Post-Closing Accounting Settlements. At or before Closing, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in Sections 9.1 and 9.3 above. If the amount of adjustments so determined which would result in a credit to Purchaser exceed the amount of adjustments so determined which would result in a credit to Seller, Purchaser shall receive a credit, for the amount of such excess, against the Purchase Price to be paid at Closing, and, if the converse is true, Purchaser shall pay to Seller, at Closing (in addition to amounts otherwise then owed), the amount of such excess. On or before one hundred twenty (120) days after Closing, Purchaser and Seller shall review any additional information which may then be available pertaining to the adjustments provided for in Sections 9.1 and 9.3, shall determine if any additional adjustments (whether the same be made to account for taxes or revenues not considered in making the adjustments made at Closing, or to correct errors made in such adjustments) should be made beyond those made at Closing, and shall make any such adjustments by appropriate payments from Seller to Purchaser or from Purchaser to Seller. Each of Purchaser and Seller shall use its commercially reasonable efforts to share any information available to such party and pertaining to the adjustments contemplated by Sections 9.1 and 9.3 and this Section 9.4 with the other party. Should any additional items which would be the subject of adjustments provided for in Sections 9.1 and 9.3 above come to the attention of Purchaser or Seller after such adjustments in this section above are concluded, such adjustments shall be made by appropriate payments from Purchaser to Seller or from Seller to Purchaser.
Closing and Post-Closing Accounting Settlements. (a) At or before Closing, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in
Closing and Post-Closing Accounting Settlements. (a) No later than five days prior to Closing, Seller shall present a proposed preliminary settlement statement (the “Preliminary Settlement Statement”) showing its preliminary calculation of the Purchase Price adjusted in accordance with Section 2.2, Section 2.3, and Section 2.4. Buyer shall advise Seller of any proposed changes or objections to the Preliminary Settlement Statement no less than two days prior to Closing and the parties shall thereafter diligently attempt to resolve all issues in regard to the Preliminary Settlement Statement on or before Closing. If such matters cannot be resolved as of the Closing Date, the Adjusted Purchase Price paid to Seller on the Closing Date shall be the Adjusted Purchase Price set forth in the Preliminary Settlement Statement prepared by Seller and the matter shall be resolved in connection with the Final Settlement Statement.
Closing and Post-Closing Accounting Settlements. (a) At or before Closing, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in SECTION 10.1. Such adjustments shall be set forth in the Preliminary Closing Statement that shall be mutually agreed upon and executed by the parties at the Closing. If the amount of adjustments so determined which would result in a credit to Partnership exceed the amount of adjustments so determined which would result in a credit to Partner, the Agreed Value shall be decreased by the amount of such excess at Closing, and, if the converse is true, the Agreed Value shall be increased by the amount of such excess at Closing. Such adjustments shall constitute adjustments to the Agreed Value pursuant to SECTION 3.1 and the Adjusted Agreed Value shall take into account such adjustments.
Closing and Post-Closing Accounting Settlements. (a) No later than five Business Days prior to the Closing Date, Seller shall prepare and submit to Buyer a settlement statement setting forth, in reasonable detail, Seller’s good faith computation of the adjustments provided for in Section 2.2 (which computation shall be based on actual amounts (rather than estimated amounts) in Seller's possession. No later than three business days prior to the Closing Date, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in Section 2.2. If the amount of adjustments so determined which would result in a credit to Buyer exceed the amount of adjustments so determined which would result in a credit to Seller, Buyer shall receive a credit, for the amount of such excess, against the Purchase Price to be paid at Closing, and, if the converse is true, Buyer shall pay to Seller, at Closing (in addition to amounts otherwise then owed), the amount of such excess.
Closing and Post-Closing Accounting Settlements. (a) On or before 90 days after Closing, Buyer and Seller shall review any additional information which may then be available pertaining to the adjustments provided for in Section 2.2, shall determine if any additional adjustments (whether the same be made to account for expenses or revenues not considered in making the adjustments made at Closing, or to correct errors made in such adjustments) should be made beyond those made at Closing, and shall make any such adjustments by appropriate payments from Seller to Buyer or from Buyer to Seller. Following such additional adjustments, no further adjustments to the Purchase Price shall be made under this Section 2.3.
Closing and Post-Closing Accounting Settlements. (a) At or before Closing, the parties shall determine, based upon the best information reasonably available to them, the amount of the adjustments provided for in Section 11.1. If the amount of adjustments so determined which would result in a credit to Buyer exceed the amount of adjustments so determined which would result in a credit to Seller, Buyer shall receive a credit, for the amount of such excess, against the number of Preferred Shares to be delivered at Closing, and, if the converse is true, Buyer shall increase the number of Preferred Shares delivered to Seller, at Closing (in addition to amounts otherwise then owed), for the amount of such excess, in each case determined on the basis of one Preferred Share for each $50 of adjustment.
