Examples of Closing Net Amount in a sentence
If a written agreement resolving any disputed item has not been reached within 45 calendar days after the date of receipt by Grace of Buyer's notice of objection to the Closing Net Amount or the Contribution Margin Adjustment, then either Grace or Buyer may, by notice to the other refer their differences to a "Big Six" accounting firm to be agreed upon, other than Price Waterhouse or Buyer's independent accountants (the "CPA Firm").
The Total Purchase Price shall be increased by the amount of any increase, or decreased by the amount of any decrease, in the amount of the Closing Net Amount from the 1995 Net Amount.
As soon as practicable after the Closing, but in no event later than 120 calendar days after the Closing, Grace shall deliver to Buyer a statement setting forth Grace's determination of the Closing Net Amount (the "Closing Statement"), together with a report of Price Waterhouse stating whether the Closing Net Amount shown on the Closing Statement has been determined, in all material respects, in accordance with the terms of this Agreement.
All amounts deemed paid and discharged pursuant to Section 16.3 or retained or assumed by any member of the Grace Group (or for which Grace has agreed to indemnify the Buyer Group) as of the Closing Date in accordance with any of the Ancillary Agreements, shall be excluded from the assets and liabilities to be considered in the calculation of the Closing Net Amount.
If Buyer is able to establish that the representation in Section 5.6 with respect to the 1995 Dearborn Statement of Net Assets was inaccurate, then both the 1995 Dearborn Statement of Net Assets and the Closing Net Amount shall be restated using the corrected accounting principles and levels of materiality that would cause such representation to be accurate, and the Total Purchase Price shall be adjusted accordingly.
The Closing Net Amount shall be determined in U.S. dollars on a going concern basis, in accordance with U.S. GAAP applied on a basis consistent with the accounting principles used in the preparation of the 1995 Dearborn Statement of Net Assets, and using the same account classifications, closing procedures and levels of materiality as those used in the preparation of the 1995 Dearborn Statement of Net Assets.
If Buyer does not object to the Closing Net Amount shown on the Closing Statement delivered by Grace, by written notice of objection delivered to Grace within 60 calendar days after Buyer's receipt of such statement, describing in reasonable detail each of its proposed adjustments to Grace's determination thereof, then the Closing Net Amount shown on the Closing Statement shall be final and binding on all parties to this Agreement.