Examples of Book Value Schedule in a sentence
At the Closing, Seller shall deliver to Purchaser a true and complete schedule (the "Book Value Schedule") setting forth the aggregate book value, net of accumulated depreciation, as of the Closing Date, of the Personal Property located at the Branch Offices, the Leasehold Improvements and the Fee Properties.
Within 2 Business Days prior to the Closing, Seller shall deliver to Purchaser a true and complete schedule (the "Book Value Schedule") setting forth the aggregate book value, net of accumulated depreciation, estimated as of the Closing Date, of the Personal Property located at the Branch Office and the Leasehold Improvements.
The Net Book Value Schedule shall be prepared in accordance with GAAP.
After review of all necessary records, work papers and presentations, the Second Accountants will adopt and approve, either with or without modification, the Closing Date Financial Statements, the Closing Book Value Schedule and the Closing Balance Sheet with such modifications, if any will for all purposes be deemed to be the Closing Date Financial Statements, the Closing Book Value Schedule and the Closing Balance Sheet, as applicable.
The Shareholders shall be responsible for and shall indemnify the Purchaser from and against, any Tax with respect to the Company that is attributable to a Pre-Closing Tax Period or to that portion of Straddle Tax Period that ends on the Closing Date, in each case to the extent that such Tax exceeds the amount (if any) reflected as a current liability for such Tax in the Final Net Book Value Schedule.
Any disagreement between Buyer and Agent regarding the Closing Date Financial Statements, the Closing Book Value Schedule or the Closing Balance Sheet will be resolved by Agent and Buyer selecting an independent firm of certified public accountants of national reputation (“Second Accountants”) to resolve the dispute.
Cash payments by the Purchaser or the Seller, as the case may require, shall be made as soon as practicable after the facts giving rise to the obligation for such payments are known in accordance with this Section 2.5; provided, however, that such payments shall not be required to the extent an accrued expense or prepaid expense is adequately and clearly reflected on the Business’ Final Book Value Schedule.
KPMG shall forward a copy of the Closing Book Value Schedule to the parties with its report thereon with the Closing Date Financial Statements.
Within 2 Business Days prior to the Closing, Seller shall deliver to Purchaser a true and complete schedule (the "Book Value Schedule") setting forth the aggregate book value, net of accumulated depreciation, estimated as of the Closing Date, of the Personal Property located at the Branch Office and the Real Property.
KPMG shall then issue a report on this Closing Book Value Schedule.