Examples of Buyer Closing Statement in a sentence
Seller and its Representatives will provide Buyer and its Representatives with reasonable access to Seller’s respective books and records, personnel and properties and any other information of Seller that Buyer reasonably requests in connection with Buyer’s preparation of the Buyer Closing Statement.
Escrow Agent shall prepare the Buyer Closing Statement and the Seller Closing Statement of the prorations and adjustments required by this Agreement and submit the same to Buyer and Sellers, respectively, for review and approval at least four (4) Business Days prior to the Closing Date.
The Buyer Closing Statement and each component thereof shall be prepared and calculated in accordance with the definitions contained in this Agreement.
The Buyer Closing Statement shall be prepared in accordance with the Accounting Principles.
If Buyer fails to deliver the Buyer Closing Statement and the calculations contemplated by this paragraph by the Delivery Deadline, then the Seller Representative shall deliver written notice of such failure to Buyer and Buyer shall be entitled to deliver the Buyer Closing Statement during the 10-day period following Buyer’s receipt of such written notice from the Seller Representative.
The Buyer Closing Statement delivered by the Buyer shall also set forth any upward or downward adjustment in the Merger Consideration due to such calculations.
In resolving the Closing Statement Dispute, the Accounting Firm (i) shall utilize the criteria set forth in Section 2.4.1 and (ii) shall not assign a value to any item greater than the greatest value for such item claimed by any party, or less than the smallest value for such item claimed by any party, as set forth in the Buyer Closing Statement and the Closing Statement Objection.
The Seller Representative will deliver notice to Buyer on or prior to the thirtieth (30th) day after receipt of the Buyer Closing Statement specifying in reasonable detail all disputed items and the basis therefor.
If the Net Working Capital as reflected on the Final Closing Statement is closer in amount to the Net Working Capital as reflected on the Buyer Closing Statement than to the Net Working Capital as reflected in the Closing Statement Objection, then Parent shall pay all fees and expenses of the Accounting Firm in connection with the services provided pursuant to Section 2.4.5(b).
If the Net Working Capital as reflected on the Final Closing Statement is closer in amount to the Net Working Capital as reflected in the Closing Statement Objection than to the Net Working Capital as reflected on the Buyer Closing Statement, then the Buyer shall pay all fees and expenses of the Accounting Firm in connection with the services provided pursuant to Section 2.4.5(b).