Working Capital Adjustment Statement definition
Examples of Working Capital Adjustment Statement in a sentence
For the avoidance of doubt, the Working Capital Adjustment Statement and the amounts reflected thereon shall be deemed to be modified to the extent of any changes thereto that become final, binding and conclusive on the Parties based on mutual agreement or a determination of the Independent Accounting Firm in accordance with this Section 1.03(b).
Seller agrees to cooperate with Buyer in connection with the preparation of the Working Capital Adjustment Statement and related information, and shall provide to Buyer and Buyer’s representatives such books, records, information, and access to such of GTN LLC’s or its Affiliates’ employees and properties during normal business hours, as may be reasonably requested from time to time by Buyer or its representatives.
Seller agrees to cooperate with Buyer in connection with the preparation of the Working Capital Adjustment Statement and related information, and shall provide to Buyer and Buyer’s representatives such books, records, information, and access to such of Bison LLC’s or its Affiliates’ employees and properties during normal business hours, as may be reasonably requested from time to time by Buyer or its representatives.
The scope of the disputes to be arbitrated by the Neutral Arbitrator is limited to whether the preparation of the Net Working Capital Statement and the Net Working Capital Adjustment Statement were done in accordance with this Agreement, and whether there were mathematical errors in the preparation of the Net Working Capital Statement and the Net Working Capital Adjustment Statement, and the Neutral Arbitrator is not to make any other determination.
The Closing Date Working Capital Adjustment Statement shall be prepared in accordance with GAAP and the guidelines set forth in Annex III, as consistently applied by the Company.
The scope of the disputes to be arbitrated by the Neutral Arbitrator is limited to whether the preparation of the Net Working Capital Statement and the Net Working Capital Adjustment Statement were prepared in accordance with this Agreement, and whether there were mathematical errors in the preparation of the Net Working Capital Statement and the Net Working Capital Adjustment Statement, and the Neutral Arbitrator is not to make any other determination.
The Shareholders’ Agent’ shall have the opportunity to review any work papers prepared by Parent in connection with the preparation of the Net Working Capital Adjustment Statement.
Parent shall be entitled to review, comment on and request reasonable changes to the Estimated Net Working Capital Statement and Estimated Net Working Capital Adjustment Statement, and the Company shall cooperate with Parent in connection therewith and consider Parent’s proposed changes to the Estimated Net Working Capital Statement and Estimated Net Working Capital Adjustment Statement in good faith.
The Stockholders’ Agents shall have the opportunity to review any work papers prepared by the Company in connection with the preparation of the Net Working Capital Adjustment Statement.
Such Undisputed Excess Working Capital Payment will be made regardless of whether or not Seller objects to the Post-Closing Working Capital Adjustment Statement.