Common use of Valuation Statement Clause in Contracts

Valuation Statement. Within sixty (60) days following the Closing Date, Capital One (with reasonable cooperation from Synovus) shall deliver to Parent and Synovus the Valuation Statement setting forth Capital One’s good faith determination of the Final Capital One Purchase Price and Final Synovus Purchase Price, along with supporting documentation and calculations for the Accountholder Indebtedness on the Accounts, determined in accordance with Section 3.6, and including the determination by Capital One of the Deposit ▇▇▇▇ Amount as of the Cut-Off Time. Parent and Synovus shall have the right to review the Valuation Statement, together with any supporting documents reasonably requested by each of them to verify the accuracy and completeness of the valuations set forth therein, and the Valuation Statement shall be revised by Capital One to reflect any corrections mutually agreed to by Capital One, Synovus and Parent or finally determined pursuant to Section 3.8. Notwithstanding anything in this Section 3.5 to the contrary, Synovus’s participation in the preparation of the Valuation Statement under this Section 3.5 shall be limited to items involving the Deposit Liabilities, other Synovus Retained Liabilities, Synovus Retained Assets or the Deposit ▇▇▇▇ Amount.