Pre-Closing Certificate definition

Pre-Closing Certificate has the meaning set forth in Section 2.6.

Pre-Closing Certificate has the meaning ascribed to it in Section 1.02(b)(i) . “Principals” means Xxx Xxxxxx, Xxxx Xxxxx and Xx Xxxxxxx. “Purchase Price” has the meaning ascribed to it in Section 1.02(a) . “Principal Market” means The Nasdaq Stock Market. “Purchased Shares” has the meaning ascribed to it in Section 1.02(a) . “Purchased Shares Transfer” has the meaning ascribed to it in Section 1.11(c) . “Purchaser” has the meaning ascribed to it in the forepart of this Agreement.

Pre-Closing Certificate means a certificate, in form and substance satisfactory to the Buyer, duly executed by the chief executive officer and chief financial officer of the Company and setting forth the Company’s good faith and best estimates and calculations of the following: (i) the Company Expense Amount; (ii) the Company Debt Amount; and (iii) the Employee Obligations

Examples of Pre-Closing Certificate in a sentence

• The Company Pre-Closing Certificate shall also identify the amount of Repaid Indebtedness and the Debt Payoff Recipients.

• All capitalized terms used in this Borrower Pre-Closing Certificate not otherwise defined shall have their respective meanings specified in the Loan Guarantee Agreement.

• Such Estimated Closing Balance Sheet and Company Pre-Closing Certificate shall be prepared in accordance with the definitions in this Agreement and the Accounting Principles.

• Parent shall have a reasonable opportunity to review and consult with the Company with respect to the Company’s preparation of the Estimated Closing Balance Sheet and the above estimates set forth in the Company Pre-Closing Certificate.

• The Company Pre-Closing Certificate shall be prepared in accordance with the Applicable Accounting Principles.

More Definitions of Pre-Closing Certificate

Pre-Closing Certificate has the meaning ascribed to it in Section 4.01(a).

Pre-Closing Certificate as defined in Section 2.6(b).

Pre-Closing Certificate means a certificate executed by a duly authorized officer of Buyer (in his/her capacity as such) dated as of the Closing, prepared by Buyer, fairly and accurately presenting the Buyer’s good faith best estimate of the SDM Settlement Amount as of the Closing Date.

Pre-Closing Certificate means as such term is defined in Section 3.3 of this Agreement.

Pre-Closing Certificate means the certificate to be delivered by Seller to Buyer not less than 10 days prior to the Closing pursuant to Section 3.3(a).

Pre-Closing Certificate is defined in Section 3.18

Pre-Closing Certificate has the meaning ascribed to it in SECTION 1.04(C)(I).