Closing Financial Data definition

Closing Financial Data has the meaning set forth in Section 2(d)(i) below.

Closing Financial Data shall have the meaning set forth in Section 3.2(A).

Closing Financial Data is defined in Section 2.5(b).

Examples of Closing Financial Data in a sentence

• As of the Closing, there shall be no intercompany receivables or payables or loans then existing between Seller or any of the Continuing Affiliates, on the one hand, and the Company or any of the Subsidiaries, on the other hand, and the Closing Financial Data prepared pursuant to Section 2.5(a) hereof shall be prepared accordingly.

• Buyer and its authorized representatives shall have full access to all relevant books and records and employees of Seller to the extent required to complete their review of the Closing Financial Data.

• Immediately prior to the Closing, all intercompany receivables or payables then existing between the Business, on the one hand, and the other businesses of Seller and Affiliates of Seller, on the other hand, shall be canceled (except to the extent included in Final Closing Working Capital), and the Closing Financial Data prepared pursuant to Section 2.8 hereof shall be prepared accordingly.

• Within 90 days following the Closing, Buyer shall (A) prepare a balance sheet of the Company as of the Closing Date (the “Closing Balance Sheet”) and a statement (the “Closing Statement” and, together with the Closing Balance Sheet, the “Closing Financial Data”) indicating Buyer’s calculation (based on the Closing Balance Sheet and consistent with the definitions and terms set forth in this Agreement) of the Purchase Price Components and (B) deliver a copy of the Closing Financial Data to Seller.

• As of the Closing, there shall be no intercompany receivables or payables or loans then existing between Seller or any of the Continuing Affiliates or any Affiliates of UTC, on the one hand, and any of the Company or the Subsidiaries, on the other hand, and the Balance Sheets has been prepared and the Closing Financial Data prepared pursuant to Section 2.5(a) hereof shall be prepared, accordingly.

More Definitions of Closing Financial Data

Closing Financial Data shall have the meaning ascribed to such term in Section 2.07(b).

Closing Financial Data shall have the meaning set forth in Section 2.8(b). "Closing Working Capital" shall have the meaning set forth in Section 2.8(a). "Code" shall mean the Internal Revenue Code of 1986, as amended, and any successor thereto. "Corporate Office" means the corporate office of Seller located at 8182 Maryland Avenue, St. Louis, Missouri, that provides certain xxxxxxx xx xxx Xxxxxxxx. "Xxxx" of a person means: (i) all obligations of such person for borrowed money; (ii) all obligations of such person evidenced by bonds, debentures, notes or other instruments; (iii) all obligations of such person to pay the deferred purchase price of property or services; (iv) all capitalized lease obligations of such person and (v) all obligations or liabilities of others secured by a Lien on any asset owned by such person, whether or not such obligation or liability is assumed by such person. "Deeds" means those special warranty deeds to be executed and delivered by Seller to Retail Sub on the Closing Date, substantially in the form of Exhibit D, whereby Seller conveys the Owned Real Property to Retail Sub (which will not contain any covenants in favor of any person other than Retail Sub unless such covenant is necessary to obtain Title Insurance Policies as required by the Title Insurer). "employee benefit plan" shall mean "employee benefit plan" within the meaning of section 3(3) of ERISA.

Closing Financial Data is defined in Section 3.03(a).

Closing Financial Data is defined in Section 3.03(a). ----------------------

Closing Financial Data has the meaning set forth in Section 1.6(h)(ii).

Closing Financial Data means the unaudited income statement, balance sheet and statement of cash flow of Hyde's for the twelve (12) month period ended or the last day of the month preceding the month in which the Closing Date occurs.

Closing Financial Data has the meaning set forth in Section 4(i) below.