Closing Statement definition

Closing Statement means the Closing Statement in the form on Annex A attached hereto.

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Closing Statement has the meaning set forth in Section 2.3(b).

Closing Statement has the meaning set forth in Section 2.5(a).

Examples of Closing Statement in a sentence

Parent shall have the right to review and comment on the Estimated Closing Statement prior to Closing, and the Company shall consider such comments in good faith and revise the Estimated Closing Statement to reflect any adjustments mutually agreed by the parties.
The Estimated Closing Statement shall be prepared in accordance with the Agreed Accounting Principles and in a manner consistent with the terms of this Agreement (including the definitions contained herein), including Exhibit D attached to this Agreement with respect to Estimated Net Working Capital.
In resolving any Unresolved Matter, the Independent Accountant may not assign a value to such item greater than the greatest value for such item claimed by Parent in the Closing Statement or by the Equityholders’ Representative in the Dispute Notice or less than the lowest value for such item claimed by Parent in the Closing Statement or by the Equityholders’ Representative in the Dispute Notice.
The Additional Merger Consideration (if any) (as set forth in the Final Closing Statement) will be paid to the Paying Agent (for further distribution to Participating Holders) and the Surviving Corporation (for further distribution to the Company Optionholders) pursuant to Section 3.7(f)(iii).
Notwithstanding anything herein to the contrary, the parties agree that the Closing Statement, and the component items and calculations therein, including the Final Merger Consideration Elements, shall be prepared in accordance with the Agreed Accounting Principles and in a manner consistent with the terms of this Agreement (including the definitions contained herein), including Exhibit D attached to this Agreement with respect to Net Working Capital.

More Definitions of Closing Statement

Closing Statement shall have the meaning set forth in Section 2.11(b).

Closing Statement has the meaning set forth in Section 11.1.

Closing Statement shall have the meaning assigned thereto in Section 6.1(b)(v).

Closing Statement is defined in Section 2.5.2.

Closing Statement has the meaning ascribed to such term in Section 10.4(a).

Closing Statement is defined in Section 3.3.

Closing Statement shall have the meaning set forth in Section 3.3.1.