Net Cash Statement definition

Net Cash Statement means the statement setting out the Cash Balances as at the Relevant Time in the form set out in Part 3 of Schedule 7 to be prepared by the Purchaser and to be agreed or determined in accordance with Schedule 7;

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Net Cash Statement has the meaning set forth in Clause 7.1.2.

Net Cash Statement. ' means the statement to be prepared by TIW in accordance with Clause 7 and Schedule 1;

Examples of Net Cash Statement in a sentence

• If any notice of disagreement is timely provided in accordance with this Section 2.17, VPG and Vishay shall each use commercially reasonable efforts for a period of ten (10) Business Days thereafter (or such longer period as they may mutually agree) to resolve any disagreements with respect to the calculations in the VPG Net Cash Statement.

• Within ten (10) Business Days after Vishay’s receipt of the VPG Net Cash Statement, Vishay shall notify VPG in writing as to whether Vishay agrees or disagrees with the VPG Net Cash Statement, which notice, in the case of a disagreement, shall set forth in reasonable detail the particulars of such disagreement.

• If, at the end of such period, VPG and Vishay are unable to resolve any disagreements as to items in the VPG Net Cash Statement, then the Parties shall engage KPMG LLP (the “Auditor”) to resolve any remaining disagreements.

• The Auditor shall be charged with determining as promptly as practicable, but in any event within thirty (30) days after the date on which such dispute is referred to the Auditor, whether the Actual VPG Net Cash as set forth in the VPG Net Cash Statement was prepared in accordance with this Agreement whether and to what extent the Actual VPG Net Cash requires adjustment.

• In the event that Vishay does not provide a notice of disagreement within such ten (10) Business Day period, then Vishay shall be deemed to have accepted the calculations and the amounts set forth in the VPG Net Cash Statement delivered by VPG, which shall be final, binding and conclusive for all purposes hereunder.

• Parent shall provide the Company with reasonable access to such books and records as may be reasonably requested by the Company to review and verify the information contained in the Closing Net Cash Statement (subject to customary confidentiality obligations as requested by Parent and execution of customary access letters if requested by accountants).

• The Parent and its Representatives shall be entitled to comment on the Estimated net Cash Statement and the Company will make any comments or suggested modifications to the Estimated Net Cash Statement suggested by the Parent or its Representatives.

• The Closing Net Cash Statement and the components thereof will be prepared in accordance with the terms of this Agreement.

• The Company and SpinCo shall provide Parent and its Representatives with reasonable access to such books and records as may be reasonably requested by Parent to review and verify the information contained in the Estimated Net Cash Statement.

• Notwithstanding any input Parent may have with respect to the amounts reflected in such Estimated Net Cash Statement, no position, comment or agreement made or taken by Parent with respect thereto shall preclude or prevent or otherwise limit Parent from taking any other position or making any other argument or pursuing any right or remedy with respect to the Closing Net Cash Statement or any other representation, warranty, covenant, agreement or obligation set forth herein.

More Definitions of Net Cash Statement

Net Cash Statement means the statement of Net Cash in the form set out in Schedule 1, Part 4 to be prepared and agreed by the Parties or, as applicable, determined in accordance with Schedule 1, Part 3.

Net Cash Statement has the meaning given in paragraph 1 of Schedule 6;

Net Cash Statement means a statement in the form set out in Part C and prepared in accordance with this schedule 8;

Net Cash Statement shall bear the meaning ascribed thereto in Schedule 5;