Common use of Final Settlement Statements Clause in Contracts

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety (90) days after Closing, Liberty, with the assistance of Emerald’s staff and with access to such records as necessary, will cause to be prepared and delivered to Emerald, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in accordance with Section 2.4 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five (45) days after receipt of such statement, Emerald shall deliver to Liberty a written report containing any changes that Emerald proposes to make to the Final Settlement Statement. Emerald’s failure to deliver to Liberty a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald of the Final Settlement Statement as submitted by Liberty. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by Emerald, if any, no later than forty-five (45) days after Emerald’s delivery to Liberty of its proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing Amount, Emerald shall pay to Liberty the amount of such difference by wire transfer of immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing Amount, Liberty shall pay the amount of such difference to Emerald by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety one hundred twenty (90120) days after Closing, LibertySeller, with the assistance of Emerald’s Buyer's staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldBuyer, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in final form in accordance with Section 2.4 2.3 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). Seller shall provide Buyer with such data and information as Buyer may reasonably request supporting the amounts reflected on the Final Settlement Statement. As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five thirty (4530) days after receipt of such statement, Emerald Buyer shall deliver to Liberty Seller a written report containing any changes that Emerald ▇▇▇▇▇ proposes to make to the Final Settlement Statement. Emerald’s ▇▇▇▇▇'s failure to deliver to Liberty Seller a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Buyer of the Final Settlement Statement as submitted by LibertySeller. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by Emerald▇▇▇▇▇, if any, no later than forty-five thirty (4530) days after Emerald’s delivery to Liberty receipt of its Buyer's proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing Amount, Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing Amount, Liberty Seller shall pay the amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety one hundred twenty (90120) days after Closing, LibertySeller, with the assistance of EmeraldBuyer’s staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldBuyer, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in accordance with Section 2.4 2.6 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five sixty (4560) days after receipt of such statement, Emerald Buyer shall deliver to Liberty Seller a written report containing any changes that Emerald Buyer proposes to make to the Final Settlement Statement. EmeraldBuyer’s failure to deliver to Liberty Seller a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Buyer of the Final Settlement Statement as submitted by LibertySeller. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by EmeraldBuyer, if any, no later than forty-five (45) days after EmeraldBuyer’s delivery to Liberty receipt of its Seller’s proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing AmountPreliminary Purchase Price, Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing AmountPreliminary Purchase Price, Liberty Seller shall pay the amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety (90) 60 days after Closing, LibertySeller, with the assistance of Emerald’s Buyer's staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldBuyer, in accordance with customary industry accounting practices, (i) the final settlement statement (the “"Final Settlement Statement”") setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in final form in accordance with Section 2.4 2.3 and showing the calculation of such adjustments and the resulting final purchase price (the “"Final Net Purchase Price”"). As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five thirty (4530) days after receipt of such statement, Emerald Buyer shall deliver to Liberty Seller a written report containing any changes that Emerald Buyer proposes to make to the Final Settlement Statement. Emerald’s Buyer's failure to deliver to Liberty Seller a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Buyer of the Final Settlement Statement as submitted by LibertySeller. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by EmeraldBuyer, if any, no later than forty-five thirty (4530) days after Emerald’s delivery to Liberty receipt of its Seller's proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “"Final Settlement Date.” " If the Final Net Purchase Price is more than the Closing Amount, Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing Amount, Liberty Seller shall pay the additional amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety (90) 90 days after ClosingClosing or 30 days after the parties receive any final arbitration decisions pursuant to Sections 4.4 and 5.6, Libertywhichever is later, Seller, with the assistance of EmeraldBuyer’s staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldBuyer, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in final form in accordance with Section 2.4 2.3 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). As soon as practicable after receipt of the Final Settlement Statement Statement, but in no event later than on or before forty-five (45) 30 days after receipt of such statement, Emerald Buyer shall deliver to Liberty Seller a written report containing any changes that Emerald Buyer proposes to make to the Final Settlement Statement. EmeraldBuyer’s failure to deliver to Liberty Seller a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Buyer of the Final Settlement Statement as submitted by LibertySeller. The Parties parties shall engage in good faith efforts to agree with respect to the changes proposed by EmeraldBuyer, if any, no later than forty-five (45) 60 days after Emeraldreceipt of Seller’s delivery to Liberty of its proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing AmountPreliminary Purchase Price (as defined in Section 2.3), Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing AmountPreliminary Purchase Price, Liberty Seller shall pay the additional amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety one hundred twenty (90120) days after Closing, LibertySeller, with the assistance of Emerald’s Buyer's staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldBuyer, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in final form in accordance with Section 2.4 2.3 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). Seller shall provide Buyer with such data and information as Buyer may reasonably request supporting the amounts reflected on the Final Settlement Statement. As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five thirty (4530) days after receipt of such statement, Emerald Buyer shall deliver to Liberty Seller a written report containing any changes that Emerald Buyer proposes to make to the Final Settlement Statement. Emerald’s Buyer's failure to deliver to Liberty Seller a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Buyer of the Final Settlement Statement as submitted by LibertySeller. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by EmeraldBuyer, if any, no later than forty-five thirty (4530) days after Emerald’s delivery to Liberty receipt of its Buyer's proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing Amount, Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing Amount, Liberty Seller shall pay the amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety (90) days after Closing, LibertyBuyer, with the assistance of EmeraldSeller’s staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldSeller, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in final form in accordance with Section 2.4 2.3 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five thirty (4530) days after receipt of such statement, Emerald Seller shall deliver to Liberty Buyer a written report containing any changes that Emerald Seller proposes to make to the Final Settlement Statement. EmeraldSeller’s failure to deliver to Liberty Buyer a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Seller of the Final Settlement Statement as submitted by LibertyBuyer. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by EmeraldSeller, if any, no later than forty-five (45) days after Emeraldreceipt of Buyer’s delivery to Liberty of its proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing Amount, Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing Amount, Liberty Seller shall pay the additional amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety (90) days after Closing, LibertySeller, with the assistance of EmeraldBuyer’s staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldBuyer, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in final form in accordance with Section 2.4 2.3 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five thirty (4530) days after receipt of such statement, Emerald Buyer shall deliver to Liberty Seller a written report containing any changes that Emerald Buyer proposes to make to the Final Settlement Statement. EmeraldBuyer’s failure to deliver to Liberty Seller a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Buyer of the Final Settlement Statement as submitted by LibertySeller. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by EmeraldBuyer, if any, no later than forty-five (45) days after Emeraldreceipt of Seller’s delivery to Liberty of its proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing Amount, Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing Amount, Liberty Seller shall pay the additional amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.

Final Settlement Statements. As soon as practicable after the Closing, but in no event later than ninety one hundred twenty (90120) days after Closing, LibertySeller, with the assistance of Emerald▇▇▇▇▇’s staff and with access to such records as necessary, will cause to be prepared and delivered to EmeraldBuyer, in accordance with customary industry accounting practices, (i) the final settlement statement (the “Final Settlement Statement”) setting forth each adjustment to the Liberty Assets Preliminary Adjusted Purchase Price and the Emerald Assets Preliminary Adjusted Purchase Price, respectively, in accordance with Section 2.4 2.6 and showing the calculation of such adjustments and the resulting final purchase price (the “Final Net Purchase Price”). As soon as practicable after receipt of the Final Settlement Statement but in no event later than on or before forty-five sixty (4560) days after receipt of such statement, Emerald Buyer shall deliver to Liberty Seller a written report containing any changes that Emerald ▇▇▇▇▇ proposes to make to the Final Settlement Statement. Emerald▇▇▇▇▇’s failure to deliver to Liberty Seller a written report detailing proposed changes to the Final Settlement Statement by that date shall be deemed an acceptance by Emerald Buyer of the Final Settlement Statement as submitted by LibertySeller. The Parties shall engage in good faith efforts to agree with respect to the changes proposed by Emerald▇▇▇▇▇, if any, no later than forty-five (45) days after Emerald▇▇▇▇▇’s delivery to Liberty receipt of its Seller’s proposed changes to the Final Settlement Statement. The date upon which such agreement is reached or upon which the Final Net Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Net Purchase Price is more than the Closing AmountPreliminary Purchase Price, Emerald Buyer shall pay to Liberty Seller the amount of such difference by wire transfer of in immediately available funds no later than five (5) days after the Final Settlement Date. If the Final Net Purchase Price is less than the Closing AmountPreliminary Purchase Price, Liberty Seller shall pay the amount of such difference to Emerald Buyer by wire transfer in immediately available funds no later than five (5) days after the Final Settlement Date.