Closing Asset Value definition

Closing Asset Value means the Net Book Value of the Valley Assets determined as of the Closing Date on the basis of the Closing Balance Sheet, provided, that, notwithstanding anything to the contrary herein, in determining the Closing Asset Value (a) no value shall be recognized for or in respect of (i) the deferred loss on the sale/leaseback relating to the Dequindre Road real property and improvements, (ii) prepaid travel expenses, (iii) unamortized tooling or (iv) nonreimbursable tooling and (b) the lost contract reserve shall be fixed at the amount of $128,000.
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Closing Asset Value the value of the assets of Suzhou and the value of the assets of the Company and E122 related to the Franklin Street Property, determined consistently with the Estimated Closing Asset Value and in accordance with GAAP except for the GAAP Exceptions, which includes only Confirmed [***] Inventories as provided in Section 2.8(d), and which excludes (i) the reimbursed costs up to $648,000 to Sellers, (ii) amounts reimbursed relating to the Construction Agreement, respectively pursuant to Sections 2.3(c) and 2.4(a)(iv); (iii) any property or equipment purchased or paid for by Buyer (including the property subject to the Keeper Agreement), (iv) the prepaid item in the amount of $2,973,681, with respect to [***], and (v) the Real Property, and will be prepared in all respects consistently with the balance sheet included in the Carve-Out Financial Statements and the procedures related thereto. “Closing Date”—the date on which the Closing actually takes place.
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Closing Asset Value means the amount of Sellers’ Inventory and Property Plant & Equipment included in the Purchased Assets as of the Closing Date, calculated in accordance with Section 2.5(a).
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Examples of Closing Asset Value in a sentence

  • The Closing Statement of Value shall be accompanied by a statement (the "Adjustment Statement") prepared by the Company setting forth the amount, if any, by which the Closing Asset Value is less than the Initial Asset Value (the "Adjustment Amount").

  • The Baseline Amount shall not be reduced if, on the Closing Date, Aggregate Closing Asset Value is greater than or equal to 97.5 percent (97.5%) of Aggregate Opening Asset Value.

  • The Company shall determine the Asset Value of the Business as of the Closing Date based on the information set forth in the Closing Statement of Value (the "Closing Asset Value").

  • If the difference between the Closing Asset Value Estimate and the Actuarial Liabilities discloses a deficit on a going concern basis, the Vendor shall pay to the Purchaser and the Purchaser shall contribute to the Transferred Pension Plan the amount equal to the deficit (the “Pension Deficit”).

  • On the Closing Date, Aggregate Closing Asset Value shall be not less than 88 percent (88%) of Aggregate Opening Asset Value.

  • The Purchaser’s actuaries shall have the opportunity to review the Closing Asset Value Estimate.

  • The Estimated Closing Asset Value was prepared in accordance with GAAP, except for the GAAP Exceptions, consistently applied and consistently with the balance sheet included on the Carve-out Financial Statements.

  • The Estimated Closing Asset Value Statement will be prepared in accordance with GAAP (with respect to each item included within Closing Asset Value).

  • Within sixty (60) days after the Closing Date, Buyer will prepare or cause to be prepared, and will provide to Sellers, a written statement (the “Closing Asset Value Statement”) setting forth in reasonable detail its determination of the Closing Asset Value as of the Closing.

  • If the difference between the Closing Asset Value Estimate and the Actuarial Liabilities discloses a surplus on a going concern basis, the Purchaser shall pay the Vendor an amount equal to 50% of such surplus.

Related to Closing Asset Value

  • Closing Value means (a) with respect to an Underlying other than a Multiple Exchange Index, the level of such Underlying as determined by the Calculation Agent as of the Valuation Time on the relevant Exchange or (b) with respect to a Multiple Exchange Index, the official closing level of such Underlying as calculated and published by the Index Sponsor, in each case on the relevant Valuation Date.

  • Gross Asset Value means, with respect to any asset, the asset's adjusted basis for federal income tax purposes, except as follows:

  • Asset Value has the meaning assigned to such term in the Pricing Side Letter.

  • RI Closing Value means, in respect of a Reference Item and a ST Valuation Date, the Settlement Level (as defined in the Equity Linked Conditions) on such ST Valuation Date.

  • Closing Cash Amount means the amount of cash and cash equivalents held by the Company and the Company’s Subsidiaries, net of outstanding checks, as of the close of business on the day immediately preceding the Closing Date.