Examples of Final Closing Balance Sheet in a sentence
No later than thirty (30) days following the final determination of the Final Closing Balance Sheet and the Final Working Capital in accordance with Section 2.5(b), Purchaser shall provide Seller with a proposed allocation of the Allocable Amount based on the Allocation Methodology, for Seller’s review and comment.
More Definitions of Final Closing Balance Sheet
Final Closing Balance Sheet means the balance sheet of Company as of the Effective Time as finally determined for purposes of this Article II, whether by negotiation and agreement of the parties in accordance with Section 2.03(d)(i), acquiescence of Shareholders in the figures supplied by Buyer in accordance with Section 2.03(d)(ii), or by the Third Accounting Firm in accordance with Section 2.03(d)(iv).
Final Closing Balance Sheet means the final Balance Sheet of the Company delivered to Newco or Purchaser prior to the Closing Date.
Final Closing Balance Sheet means the balance sheet determined pursuant to the procedures set forth in Section 1.7(b).
Final Closing Balance Sheet means the Closing Balance Sheet which has become conclusive and binding upon the parties pursuant to paragraph (c) of this Section 1.06, (ii) the term "Closing Book Value" shall mean the amount obtained by subtracting the total liabilities of the Company, as set forth in the Final Closing Balance Sheet, from the total assets of the Company, as set forth in the Final Closing Balance Sheet, and (iii) the term "Target Book Value" shall mean $___TBD___. If the Target Book Value exceeds the Closing Book Value, the amount of such excess shall be the "True-up Payment." If the True-up Payment is greater than zero, the amount thereof shall be paid by Stockholders to the Company in accordance with the provisions of paragraph (e) of this Section 1.06.
Final Closing Balance Sheet shall be: (i) the Preliminary Closing Balance Sheet if no Balance Sheet Objection is delivered to Buyer during the thirty (30) day period specified in Section 2.4(d); (ii) the Preliminary Closing Balance Sheet, adjusted in accordance with the Balance Sheet Objection, if Buyer does not provide the Seller Representative with a written notice of disagreement in response to the Balance Sheet Objection within the thirty (30) day period specified in Section 2.4(e); or (iii) the Preliminary Closing Balance Sheet, as adjusted by (A) the written agreement of Buyer and the Seller Representative and/or (B) the CPA Firm in accordance with Section 2.4(f)(ii).
Final Closing Balance Sheet means the final pro forma balance sheet of the Business as of the Closing Date prepared in accordance with Article II of the Asset Purchase Agreement.