Draft Closing Statement definition

Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.

Draft Closing Statement has the meaning given to it in Clause 7.1;

Draft Closing Statement means a draft closing statement, prepared by Seller and in a form mutually agreed to by the parties, which shall be initially prepared as of the close of business on the fifth (5th) Business Day preceding the Closing Date, and delivered to Purchaser on the third (3rd) Business Day preceding the Closing Date and which shall be subsequently updated as of the close of business on the third (3rd) Business Day preceding the Closing Date, and delivered to Purchaser on the Business Day prior to the Closing Date, in each case setting forth Seller’s reasonable estimated calculation of both the Purchase Price and the Estimated Payment Amount.

Examples of Draft Closing Statement in a sentence

• The Closing Statement (including the Draft Closing Statement) shall not take into account or provide for deferred Tax.

• The Buyer and the Seller acknowledge and agree that the completion of the Draft Closing Statement pursuant to this SECTION 9.2(a) shall not be a condition precedent to the obligation of the Buyer or the Seller to consummate the transactions pursuant to the terms of this Agreement.

• Such revised Draft Closing Statement will be final, conclusive and binding upon the Parties, absent manifest error.

• The Draft Closing Statement shall reflect the parties’ good faith estimate of all of the prorations, credits and/or other adjustments to be made at Closing.

• The Closing Statement (including the Draft Closing Statement) shall take account of or provide for all income taxes and sales taxes, to which, in the case of Novartis, lines BS14_120 Taxes other than income taxes (Liability account) and BS13_108 Value added tax receivable apply.

More Definitions of Draft Closing Statement

Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

Draft Closing Statement has the meaning set forth in Section 1.7(b).

Draft Closing Statement means a draft closing statement prepared by Seller as of the close of business of the fifth (5th) Business Day preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto) substantially in the form attached as Exhibit A hereto.

Draft Closing Statement shall have the meaning set forth in Article 2.5 of this Agreement.

Draft Closing Statement shall have the meaning set forth in Section 2.3.2(a)(iii).

Draft Closing Statement means a written statement to be prepared in accordance with Clause 3.3.1 (Draft Closing Statement) and on the basis of the Closing Accounting Principles.

Draft Closing Statement is defined in paragraph 1 of Schedule 2.4.1;