Actual Closing Statement definition

Actual Closing Statement shall have the meaning set forth in Section 2.6(a).
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Actual Closing Statement means a statement of the Working Capital of the Company as of 12:01 a.m. (Pacific Time) on the Closing Date without giving effect to the consummation of the Merger and the other transactions contemplated by this Agreement, the Cash as of the Effective Time, the Company Debt as of the Effective Time and the Excess Fees.
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Actual Closing Statement has the meaning ascribed to such term in Section 1.3(c)(i).
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Examples of Actual Closing Statement in a sentence

  • The Actual Closing Statement shall also set forth details of each constituent element used in determining Actual Working Capital and a reconciliation to the Estimated Closing Statement and Estimated Working Capital.

  • If, after such review, Sellers object to Buyer’s determination of the Actual Closing Statement, Sellers shall promptly provide Buyer with a written statement indicating the basis for their objections (the “Objection Notice”), and Buyer and Sellers shall meet and confer in an effort to resolve such disagreement in good faith.

  • ITC will be responsible for payment after Closing of any liabilities set forth on the Actual Closing Statement.

  • Upon completion of the calculation of the Actual Closing Balance Sheet and the Actual Closing Statement (and the components thereof) in accordance with this Section 1.3(c)(i) the Closing Purchase Price will be adjusted, either upward or downward, as applicable, in accordance with the procedures set forth in Section 1.3(c)(ii).

  • The failure of Sellers to provide an Objection Notice within thirty (30) days after receipt of Buyer’s determination of the Actual Closing Statement shall be deemed their agreement that Buyer’s determination of the Actual Closing Statement is accurate and final.

  • If, after such review, Sellers agree with Buyer’s determination of the Actual Closing Statement, Sellers shall promptly notify Buyer of their agreement.

  • In addition, the Actual Closing Statement shall also set forth (x) the Additional Deferred Revenue Adjustment, calculated in accordance with GAAP as of the Closing, and (y) the Additional Adjustments, based upon the Actual Working Capital as of the Closing.

  • ITC shall be entitled to cash collections of MISO and other receivables set forth on the Actual Closing Statement and received after the Closing.


More Definitions of Actual Closing Statement

Actual Closing Statement. “Final Cash Equivalents,” “Final Net Working Capital,” “Final Indebtedness”, “Final Closing Date Seller Expenses” and “Final Capital Expenditure Amount,” for all purposes herein.
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