TA Statement definition

TA Statement means an estimate of the Adjustment Amount by the Chief Financial Officer of Seller to be prepared in collaboration with Purchaser based on Seller's month-end immediately preceding delivery of such estimate together with a certificate of the Chief Financial Officer of Seller specifying (i) that the TA Statement fairly presents his or her good faith best effort estimate of the Adjustment 4-A 408
TA Statement means an estimate of the Adjustment Amount by the Chief Financial Officer of Seller to be prepared in collaboration with Purchaser based on Seller's month-end immediately preceding delivery of such estimate together with a certificate of the Chief Financial Officer of Seller specifying (i) that the TA Statement fairly presents his or her good faith best effort estimate of the Adjustment Amount as at the then scheduled Closing Date and (ii) the assumed VERITAS Price utilized therein for the purposes of calculating any Overage Amount.

Examples of TA Statement in a sentence

  • In the event that HCo so notifies New Hydrogenics, HCo and New Hydrogenics, shall attempt to resolve all such disputes, acting reasonably and in good faith, within 30 days after receipt of HCo’s notice of objection, and the Draft Closing TA Statement shall be adjusted as necessary to reflect any such resolution.

  • If the disputed items are resolved, the Draft Closing TA Statement, as adjusted, shall be deemed to be the Closing TA Statement.

  • No later than fifteen (15) calendar days prior to the date of Seller Stockholder Meeting, Seller shall deliver to Purchaser the TA Statement.

  • Unless HCo notifies New Hydrogenics of an objection to the Draft Closing TA Statement in writing within 15 days after receipt of the Draft Closing TA Statement, the Draft Closing TA Statement shall be deemed to be the Closing TA Statement.

  • If the Closing does not occur within twenty (20) calendar days of delivery of the TA Statement, a revised TA Statement shall be delivered to Purchaser, and such revised TA Statement shall constitute the TA Statement for all purposes hereof and shall be subject to Sections 2.6(b) and 2.6(c) below.

  • HCo and New Hydrogenics shall cooperate fully with such review and shall make available to the Independent Accounting Firm all their respective work papers and other information and data necessary in the preparation of the Draft Closing TA Statement.

  • The representations and warranties of Seller contained in this Agreement, and any representation or warranty, statement or other information contained in any Exhibit to this Agreement, the Seller Disclosure Schedule, the TA Statement and any certificate, instrument or other report or document delivered by Seller pursuant to this Agreement or in connection with the transactions contemplated hereby (collectively, the "Acquisition Documents"), shall not survive the Closing.

  • The representations and warranties of Seller contained in this Agreement, and any representation or warranty, statement or other information contained in any Exhibit to this Agreement, the Seller Disclosure Schedule, the TA Statement and any certificate, instrument or other report or document delivered by Seller pursuant to this Agreement or in connection with the transactions contemplated hereby (collectively, the "ACQUISITION Documents"), shall not survive the Closing.

Related to TA Statement

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.

  • Earn-Out Statement has the meaning set forth in Section 2.5(c).

  • MERS Report The report from the MERS System listing MERS Designated Mortgage Loans and other information.

  • Payoff statement means a written statement furnished by the mortgage servicer which sets forth all of the following: