Examples of Preliminary Closing Cash in a sentence
The Purchase Price is to be adjusted by the amount by which the Closing Working Capital, Closing Indebtedness, and Closing Cash and Cash Equivalents is greater than, or is less than, as the case may be, the Preliminary Closing Working Capital, Preliminary Closing Indebtedness, and Preliminary Closing Cash and Cash Equivalents, respectively.
In the event that Representative shall deliver a Dispute Notice to Buyer, Buyer and Representative shall attempt to resolve any Disputed Item as promptly as practicable and, upon such resolution, if any, any adjustments to the Preliminary Closing Balance Sheet and the Preliminary Closing Cash and Preliminary Collected Closing Accounts Receivable shall be made in accordance with the agreement of Buyer and Representative.
No item shall be included or otherwise provided for in more than one of Preliminary Closing Cash, Preliminary Closing Indebtedness, Preliminary Unpaid Transaction Expense Amount, Preliminary Current Income Taxes or Preliminary Net Working Capital.
If Parent disagrees with the Preliminary Closing Cash set forth on the Preliminary Closing Cash Statement, Parent shall notify Advance in writing within the ten Business Day review period and Parent and Advance shall immediately confer to resolve such disagreement.
The Preliminary Closing Cash Statement will be prepared from the books and records of the Acquired Companies and in accordance with GAAP, consistently applied.
If the amount of Preliminary Closing Cash reflected in the Preliminary Closing Cash Statement is less than $6,000,000, unless disputed as provided below, Parent shall within the ten Business Days review period pay to Advance by wire transfer in immediately available funds the amount of such deficiency.
Advance shall allow Parent to review all financial information, bank statements, working papers, schedules and calculations related to the Preliminary Closing Cash Statement.
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Parent shall have ten Business Days after receipt of the Preliminary Closing Cash Statement to review the Preliminary Closing Cash Statement and propose any adjustments thereto.
If the Company Equityholder Representative disputes the Preliminary Closing Cash Consideration as shown on Buyer’s Preliminary Closing Cash Consideration Statement, then the Company Equityholder Representative shall deliver to the Buyer within thirty (30) days after receipt of the Preliminary Closing Cash Consideration Statement a statement setting forth the Company Equityholder Representative’s calculation of the Closing Cash Consideration, including each component thereof (an “ Objection Statement”).