Tranche I Closing Statement Clause Samples
The Tranche I Closing Statement clause defines the requirement for a formal document that summarizes the financial and legal details of the first tranche of a multi-stage transaction at the time of its closing. This statement typically includes a breakdown of funds to be transferred, identification of parties involved, and a list of documents to be delivered or actions to be completed as conditions precedent to closing. By clearly outlining the obligations and deliverables for the initial tranche, this clause ensures transparency and helps prevent disputes by providing a definitive record of what is required for the first closing to occur.
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Tranche I Closing Statement. The Seller Parties shall prepare in good faith and deliver to Purchaser for its review and comment no less than five Business Days before the Tranche I Closing Date, a statement of estimated Proration Items for the Tranche I Assets and other credits and adjustments to the Tranche I Unadjusted Purchase Price hereunder (the “Tranche I Estimated Closing Statement”). In the event that the Seller Parties and Purchaser agree to revisions to the Tranche I Estimated Closing Statement, the Seller Parties shall deliver their revised, if applicable, statement of estimated Proration Items and other credits and adjustments to the Tranche I Unadjusted Purchase Price to Purchaser no less than two Business Days before the Tranche I Closing Date (the Tranche I Estimated Closing Statement or the revised statement, if any, the “Tranche I Closing Statement”). The Proration Items and other credits and adjustments reflected in the Tranche I Closing Statement will be paid at the Tranche I Closing by Purchaser to the Seller Parties (if the Proration Items, credits and adjustments pursuant to this Section 1.04 result in a net credit to the Seller Parties) or by the Seller Parties to Purchaser (if the Proration Items, credits and adjustments pursuant to this Section 1.04 result in a net credit to Purchaser) by increasing or reducing the cash to be delivered by Purchaser in payment of the Tranche I Purchase Price at the Tranche I Closing.