Closing Statement means the Closing Statement in the form on Annex A attached hereto.
Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Objections Statement has the meaning set forth in Section 2.9(b).
Pre-Closing Statement has the meaning set forth in Section 2.4(a).
closing agreement as described in Section 7121 of the Code (or any corresponding or similar provision of state, local or foreign income Tax law) executed on or prior to the Closing Date; (iii) installment sale or open transaction disposition made on or prior to the Closing Date; or (iv) prepaid amount received on or prior to the Closing Date;
Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).
Preliminary Closing Statement has the meaning specified in Section 2.3(a)(ii).
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Final Closing Statement has the meaning set forth in Section 2.5(d).
Closing Location means the location that all Proposals for this RFP will be accepted at.
Claims Objection Bar Date means the deadline for objecting to a Claim, which shall be on the date that is the later of (a) 180 days after the Effective Date and (b) such other period of limitation as may be specifically fixed by the Debtors or the Reorganized Debtors, as applicable, or by an order of the Bankruptcy Court for objecting to Claims.
Estimated Closing Statement has the meaning set forth in Section 2.4(a).
Settlement Statement has the meaning set forth in Section 3.2(a).
Sale Motion means the motion or motions of Sellers filed with the Bankruptcy Court seeking approval and entry of the Sale Order.
Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Objections means any objection, application, motion, complaint or any other legal proceeding seeking, in whole or in part, to disallow, determine, liquidate, classify, reclassify, or establish the priority, expunge, subordinate or estimate any Claim (including the resolution of any request for payment of any Administrative Claim).
Rejection Claim means a Claim arising from the rejection of an Executory Contract or Unexpired Lease pursuant to section 365 of the Bankruptcy Code.
Claim Objection Deadline means the first Business Day that is 180 days after the Effective Date, as may be extended by order of the Bankruptcy Court.
Seller’s Counsel has the meaning set forth in Section 10.13(a).
Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;
Seller Closing Certificate has the meaning set forth in Section 7.02(d).
Title Objection shall have the meaning assigned thereto in Section 8.5.
Buyer Closing Certificate has the meaning set forth in Section 7.03(d).
Sale Hearing means the hearing conducted by the Bankruptcy Court to approve the transactions contemplated by this Agreement.
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.