Closing Statement definition
Examples of Closing Statement in a sentence
The Estimated Closing Statement is to be prepared in accordance with the terms and definitions in this Agreement, and to the extent applicable the Specific Accounting Policies forming part of the Accounting Principles.
If, for any reason, Purchaser fails to deliver the Post-Closing Statement within the time period required by Section 2.04(a), the Estimated Closing Statement shall be considered for all purposes of this Agreement as being the “Post-Closing Statement” delivered by Purchaser pursuant to Section 2.04(a), in which case, the procedures set forth in Section 2.04(a) through Section 2.04(c) will apply to the Estimated Closing Statement, mutatis mutandis.
Purchaser shall use commercially reasonable efforts to cause the Payroll Company to complete a special payroll on the Closing Date or within five (5) Business Days thereafter for the purposes of delivering the Change of Control Payments to the employees of the Company entitled to receive a Change of Control Payment and identified in the Estimated Closing Statement.
During the three- (3)-Business Day period prior to the Closing, Purchaser shall have the opportunity to review and provide comments on the Estimated Closing Statement, and the Company shall consider Purchaser’s comments in good faith.
If Purchaser disagrees with any portion of the Estimated Closing Statement, including with respect to the calculations of any amounts set forth therein, Purchaser and the Partnership shall cooperate in good faith to resolve such disagreements and, if any disputed items are resolved or the Partnership agrees to any such revisions, the Partnership shall modify the Estimated Closing Statement to reflect such revisions and redeliver the Estimated Closing Statement to Purchaser.