Accuracy of Closing Consideration Spreadsheets Sample Clauses

Accuracy of Closing Consideration Spreadsheets. The Closing Consideration Spreadsheet and any updates to the Closing Consideration Spreadsheet are the sole responsibility of the Members, and the Members hereby agree that neither the Company nor Purchaser, nor any of Purchaser’s Affiliates, will have any responsibility or liability for any errors, omissions or inaccuracies therein. Purchaser and its Affiliates will be entitled to rely on the accuracy of the Closing Consideration Spreadsheet and any updates to the Closing Consideration Spreadsheet in all respects, and Purchaser’s obligation to make any payments pursuant to this Article 1 will be deemed fulfilled to the extent Purchaser makes such payments in accordance with the foregoing.
Sample 1
AutoNDA by SimpleDocs

Related to Accuracy of Closing Consideration Spreadsheets

  • Closing Consideration The closing consideration shall be delivered at the Closing as follows:

  • Consideration Spreadsheet (a) At least three (3) Business Days before the Closing (the “Consideration Determination Date”), the Company shall prepare and deliver to Parent a spreadsheet (the “Consideration Spreadsheet”), certified by the President & Chief Executive Officer of the Company, which shall set forth, as of the Closing Date and immediately prior to the Effective Time except as set forth below, the following:

  • Seller’s Closing Certificate A certificate duly executed by Seller in the form of Exhibit J attached hereto (the “Seller’s Closing Certificate”).

  • Closing Deliveries of Purchaser At the Closing, Purchaser shall deliver to Seller:

  • Deliveries by Buyer at Closing At the Closing, Buyer shall deliver to Seller:

  • Closing Deliveries of Buyer At or prior to the Closing, Buyer shall deliver, or cause to be delivered, the following:

  • Company Closing Certificate Parent shall have received a certificate duly executed on behalf of the Company by a duly authorized officer of the Company certifying that the conditions set forth Section 8.2(a), Section 8.2(b) and Section 8.2(c) have been satisfied.

  • Seller’s Deliveries at Closing At the Closing, Seller will deliver or cause to be delivered to Buyer:

  • Company Closing Deliveries At the Closing, the Company shall deliver, or cause to be delivered, to the Purchaser the following:

  • Purchaser Closing Deliveries At the Closing, Purchaser shall deliver, or cause to be delivered, the following:

Time is Money Join Law Insider Premium to draft better contracts faster.