Closing Date Net Cash Statement definition
Examples of Closing Date Net Cash Statement in a sentence
Upon completion of the Closing Date Financial Statements, Philips shall derive from the Closing Date Net Cash Statement the Net Cash Position as of the Closing Date (the “Closing Date Net Cash Position”) and from the Closing Date Net Working Capital Statement the Net Working Capital as of the Closing Date (the “Closing Date Net Working Capital”) and deliver each such statement along with such amounts to Newco.
If a Notice of Disagreement is received by the Purchaser in a timely manner, then the Draft Closing Date Balance Sheet and the Draft Closing Date Net Cash Statement shall each become final and binding upon the parties on the earlier of (i) the date the parties hereto resolve in writing any differences they may have with respect to any matter specified in the Notice of Disagreement and (ii) the date any Disputed Matters (as defined below) are finally resolved in writing by the Arbitrator (as defined below).
The Draft Closing Date Balance Sheet and the Draft Closing Date Net Cash Statement shall become final and binding upon the parties unless the Sellers' Representative gives written notice of its disagreement (a "Notice of Disagreement") to the Purchaser within fifteen (15) business days after the Sellers' Representative's receipt of the Draft Closing Date Balance Sheet and the Draft Closing Date Net Cash Statement, specifying the Sellers' Representative's disagreement with either of such statements.
Upon receipt of the Estimated Closing Date Net Cash Statement, Parent shall be given reasonable access to all of the Company’s books and records relating to such statement.
In the event that Parent contests the Estimated Closing Date Net Cash Statement, then the parties shall use good faith efforts to resolve the dispute and if such dispute is not resolved within three (3) days of Parent giving the Company notice of such dispute, the such dispute shall be settled by Senior Executives at each of Parent and the Company.
Prior to or concurrently with the Closing hereunder, the Sellers shall cause the Company to accrue a liability in the amount of $5,000 in connection with the costs to be incurred by the Purchaser or the Company for the preparation of the Draft Closing Date Balance Sheet and the Draft Closing Date Net Cash Statement.
The Estimated Closing Date Net Cash Statement shall be accompanied by (1) relevant backup materials and schedules, in detail reasonably acceptable to the Parent and (2) copies of all accounting workpapers relevant to the preparation of the Estimated Closing Date Net Cash Statement.