Closing Assets definition

Closing Assets has the meaning set forth in Section 16.1.

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Closing Assets has the meaning set forth in Section 2.1.

Closing Assets means all Marlboro Funds actually to be delivered to Emerson at the Closing, but excluding the Gifted Housing Aid Funds. In no event shall the Allowance be treated as part of the Closing Assets.

Examples of Closing Assets in a sentence

For example, if the Seller claims the Closing Assets is $1,000 greater than the amount determined by the Buyer and if the Review Accountant ultimately resolves the dispute by awarding the Seller $300 of the $1,000 contested, then the costs and expenses of the review shall be allocated 30% to the Buyer and 70% to the Seller.
The Review Accountant’s determination of the Closing Assets shall be based solely on written materials submitted by the Buyer and the Seller (i.e., not on independent review).
If the Buyer and the Seller agree in writing on the resolution of each disputed item specified by the Seller in the Dispute Notice, the amounts so determined shall be final and binding on the Parties for all purposes hereunder and the amount of the Closing Assets and the resulting Final Purchase Price agreed upon by the Seller and the Buyer as reflected in such revised Post-Closing Adjustment Statement shall be final, conclusive and binding on the Parties.

More Definitions of Closing Assets

Closing Assets means the current assets of the Company in accordance with the Accounting Principles, including Accounts Receivable, prepaid expenses (excluding the material prepayment to Paramit associated with Ionic purchases), deferred bank fees, prepaid software licenses, prepaid insurances, long-term deposits (not included in Cash and Cash Equivalents), credit card prepayments and Inventory, but excluding Cash and Cash Equivalents.

Closing Assets means all assets, net of applicable reserves, of the Business as of the Closing Date that are Purchased Assets, calculated in accordance with the Accounting Principles.

Closing Assets means (without duplication) all current assets primarily related to a Contributed Vessel, (a) including (i) Capital Spares, (ii) parts and other inventory and (iii) any prepaid items for which the Company and its Subsidiaries will receive direct benefits after Closing; and (b) expressly excluding (i) all Cash Equivalents and Accounts Receivable, (ii) any prepaid insurance or other prepaid items for which the Company and its Subsidiaries will not receive direct benefits after Closing, and (iii) Tax refunds.

Closing Assets means the sum of all (a) accounts receivable (net of an appropriate allowance for bad debt) of the Company, (b) deferred expenses (related to professional services deferred revenue) of the Company and (c) property, plant and equipment (net of accumulated depreciation) of the Company, each as set forth on the Latest Balance Sheet as the target for December 15, 2013. For the avoidance of doubt, Closing Assets shall not include any Tax assets.

Closing Assets means the assets specified on Exhibit C, in each case, determined and valued at the Cutoff Time in accordance with the accounting principles, policies, procedures and categorizations set out on Exhibit C (the “Accounting Principles”). For the avoidance of doubt, a sample calculation of Closing Assets is included on Exhibit C for illustration purposes only.

Closing Assets shall have the meaning set forth in Section 1.4(a).

Closing Assets means the classes of Seller's assets and properties as listed on Schedule 1(A)-(E) as they exist as of Closing as evidenced by the Closing Balance Sheet, less the Excluded Assets.