Estimates of Working Capital and Customer Deposits Sample Clauses

Estimates of Working Capital and Customer Deposits. No later than two (2) and no earlier then five (5) Business Days prior to the Closing Date, the Company shall deliver to Buyer a written statement setting forth the Company’s good faith estimate of, and the components and calculation of, the Working Capital as of the Effective Time (“Estimated Working Capital”) and customer deposits as of the Effective Time (“Estimated Customer Deposits”) prepared in accordance with GAAP, together with a certificate signed by the Company to the effect that Estimated Working Capital and Estimated Customer Deposits were determined in good faith in accordance with the provisions of this Agreement. Buyer and its representatives shall have an opportunity to review and comment on the Estimated Working Capital and Estimated Customer Deposits delivered by the Company, which shall be subject to Buyer’s reasonable approval. Estimated Working Capital and Estimated Customer Deposits shall be adjusted as necessary on or prior to the Closing Date to reflect any adjustments reasonably requested by Buyer and satisfactory to the Company in its reasonable discretion.
Sample 1
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