Signing Balance Sheet definition

Signing Balance Sheet means an unaudited balance sheet of the Company as of the close of business on the Agreement Date and prepared in accordance with GAAP consistent with past practices (except for the absence of footnotes).
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Signing Balance Sheet means the unaudited combined and combining statement of financial condition for the Transferred Companies as of the Signing Date, prepared in good faith by the Transferor in accordance with GAAP, applying the Accounting Principles (which, for the avoidance of doubt, are modified to reflect GAAP to the extent required). Each of the unaudited statement of financial condition for ISI Group and the unaudited statement of financial condition for ISI UK used in the preparation of such unaudited combined and combining statement of financial condition for the Transferred Companies shall be reviewed separately on a standalone basis (and not combined and combining basis) by the Transferred Companies’ auditors in accordance with the review procedures specified by (i) with respect to ISI Group, the American Institute of Certified Public Accountants for a review of interim financial information as described in SAS No. 116 and SAS No. 122, and (ii) with respect to ISI UK, the International Standard on Review Engagements (U.K. and Ireland) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity, in the case of each of clauses (i) and (ii), accompanied by such auditor’s review report.
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Signing Balance Sheet means the Company’s balance sheet as of the Signing Balance Sheet Date delivered to Parent concurrently herewith, which has been reviewed and approved in advance of the date hereof by Parent.
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Examples of Signing Balance Sheet in a sentence

  • As soon as practicable following the date of this Agreement, but in any event no later than six (6) weeks after the date of this Agreement, the Transferor shall cause the Transferred Companies to deliver to the Acquiror the Signing Balance Sheet.


More Definitions of Signing Balance Sheet

Signing Balance Sheet means the balance sheet of CCPH and the Subsidiaries as at 31 July 2012 in the form annexed to this Agreement; "Subsidiaries" means the subsidiaries of CCPH, further details of which are set out in Schedule 1, Part 2 (Details of Subsidiaries); "Supplementary Disclosure Letter" means the letter to be delivered by the Seller to the Buyer in draft, at least two Business Days prior to the Completion Date, and in final form, on the Completion Date disclosing exceptions to the Seller's Warranties repeated at Completion in respect of any matter arising between the date of this Agreement and Completion or updating any matters previously Disclosed in the Disclosure Letter in accordance with Clause 6.2 (Supplementary Disclosure Letter); "Takeover Panel" means the Panel on Takeovers and Mergers; 13 "Tax" or "Taxation" means all forms of taxation (including VAT) and impositions, duties, contributions and levies in the nature of taxation and all penalties, charges, costs and interest relating to any of them; "Tax Authority" means any relevant Tax or other authority, body or person (whether inside or outside the United Kingdom) competent to impose any liability to Tax; "Tax Benefit" has the meaning given to it in Paragraph 8 (Future Tax Benefit) of Schedule 5 (Limitations on claims); "Tax Liability" has the meaning given to it in Paragraph 8 (Future Tax Benefit) of Schedule 5 (Limitations on claims); "Tax Sharing Agreement" means the agreement proposed to be entered into between Shanghai Response, SGMS, CCPH and Ally IICL in the form attached to this Agreement at Annex 1; "Tax Warranties" means those Sellers Warranties set out in paragraph 18 of Schedule 4 (Seller's Warranties); "Top Three Customers" means General Motors Group, Jaguar Land Rover and Volvo; "Transaction Documents" means this Agreement and the documents in the Agreed Terms; "Transitional Services Agreement" means the transitional services agreement in the Agreed Terms; "Tri-Party Agreement" means the tri-party agreement entered into between SGM, Shanghai Response and An Bang on 1 June 2011 as amended by the Assignment and Assumption Agreement dated 1 January 2012 entered into between SGM, SGMS, An Bang and Shanghai Response; "UK Listing Authority" means the FSA in its capacity as the competent authority for the purposes of FSMA; "U.S." means the United States of America, its territories and possessions, any State of the United States and the District of Columbia; "U.S. GAAP" means generally accepted accou...
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Signing Balance Sheet has the meaning specified in Section 3.6.
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Signing Balance Sheet means the balance sheet of dpiX as of --------------------- April 30, 1999 with a profit and loss statement for the period of March 1, 1999 to April 30, 1999 attached hereto as Exhibit H; ---------
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Signing Balance Sheet means the consolidated balance sheet of the ODL Group as at the Signing Date stating amongst other things the amount of Customer Assets, Customer Liabilities, Net Assets, prepared in accordance with the Accounts Standard;
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Signing Balance Sheet means the balance sheet of CCPH and the Subsidiaries as at 31 July 2012 in the form annexed to this Agreement;
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Signing Balance Sheet is defined in Section 5.9.
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Related to Signing Balance Sheet

  • Closing Balance Sheet has the meaning set forth in Section 2.4(a).

  • Interim Balance Sheet as defined in Section 3.4.

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Company Balance Sheet has the meaning set forth in Section 3.04(e).

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Audited Balance Sheet means the audited balance sheet of the company prepared for the purposes of the Companies Acts for a financial year unless an audited consolidated balance sheet dealing with the state of affairs of the company and its subsidiary undertakings required to be dealt with in group accounts has been prepared for those purposes for the same financial year, in which case it means that audited consolidated balance sheet, and in that case all references to reserves shall be deemed to be references to consolidated reserves;

  • Unaudited Balance Sheet has the meaning set forth in Section 3.4(a)(ii).

  • Balance Sheet has the meaning set forth in Section 3.06.

  • Latest Balance Sheet has the meaning set forth in Section 3.4(a).

  • Unaudited Interim Balance Sheet shall have the meaning specified in Section 4.4(a)(ii) of the Agreement.

  • Preliminary Closing Balance Sheet shall have the meaning set forth in Section 2.3(c)(i).

  • SpinCo Balance Sheet means the pro forma combined balance sheet of the SpinCo Business, including any notes and subledgers thereto, as of September 30, 2021, as presented in the Information Statement made available to the Record Holders.

  • Closing Date Balance Sheet has the meaning specified in Section 2.3(b).

  • Final Balance Sheet has the meaning set forth in Section 3.3(b).

  • Balance Sheets has the meaning set forth in Section 4.5(a).

  • Interim Balance Sheet Date has the meaning set forth in Section 3.06.

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Off-Balance Sheet Arrangement means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Borrower is a party, under which the Borrower has:

  • Pro Forma Balance Sheet as defined in Section 4.1(a).

  • Latest Balance Sheet Date has the meaning set forth in Section 3.10.

  • Off-Balance Sheet Obligations means liabilities and obligations of the Borrower, any Subsidiary or any other Person in respect of “off-balance sheet arrangements” (as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act) which the Borrower would be required to disclose in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of the Borrower’s report on Form 10-Q or Form 10-K (or their equivalents) which the Borrower is required to file with the Securities and Exchange Commission (or any Governmental Authority substituted therefor).

  • Off-Balance Sheet Obligation means the monetary obligation of a Person under (a) a so-called synthetic, off-balance sheet or tax retention lease, (b) an agreement for the use or possession of property creating obligations that do not appear on the balance sheet of such Person but which, upon the insolvency or bankruptcy of such Person, would be characterized as the indebtedness of such Person (without regard to accounting treatment) or (c) an agreement for the sale of receivables or like assets creating obligations that do not appear on the balance sheet of such Person but which, upon the insolvency or bankruptcy of such Person, could be characterized as the indebtedness of such Person (without regard to accounting treatment).

  • Company Balance Sheet Date has the meaning set forth in Section 3.10.

  • Reference Balance Sheet shall have the meaning set forth in Section 3.06(a).

  • Off-Balance Sheet Liabilities of any Person shall mean (i) any repurchase obligation or liability of such Person with respect to accounts or notes receivable sold by such Person, (ii) any liability of such Person under any sale and leaseback transactions that do not create a liability on the balance sheet of such Person, (iii) any Synthetic Lease Obligation or (iv) any obligation arising with respect to any other transaction which is the functional equivalent of or takes the place of borrowing but which does not constitute a liability on the balance sheet of such Person.

  • Financial Statements Date shall have the meaning ascribed to it in Section 3.7.