Certain Closing Certificates and Documents. The Company shall prepare and deliver to Acquirer a draft of each of the Company Closing Financial Certificate and the Spreadsheet not later than five Business Days prior to the Closing Date and a final version of the Company Closing Financial Certificate and the Spreadsheet to Acquirer not later than three Business Days prior to the Closing Date. In the event that Acquirer notifies the Company that there are reasonably apparent errors in the drafts of the Company Closing Financial Certificate and the Spreadsheet, Acquirer and the Company shall discuss such errors in good faith and the Company shall correct such errors prior to delivering the final versions of the same in accordance with this Section 5.13. Without limiting the foregoing or Section 5.7, the Company shall provide to Acquirer, together with the Company Closing Financial Certificate and the Spreadsheet, such supporting documentation, information and calculations as are reasonably necessary for Acquirer to verify and determine the calculations, amounts and other matters set forth in the Company Closing Financial Certificate and the Spreadsheet.
Certain Closing Certificates and Documents. The Company shall prepare and deliver to Buyer, a draft of each of the Transaction Expenses Certificate, the Company Net Debt Balance Certificate and the Spreadsheet not later than five Business Days prior to the Closing Date. The Company shall prepare and deliver to Buyer at or prior to the Closing the Transaction Expenses Certificate and the Company Net Debt Balance Certificate. Without limiting the generality or effect of the foregoing or the provisions of Section 6.8, Company shall provide to Buyer, promptly after Buyer’s request, copies of the documents or instruments evidencing in reasonable detail the amounts set forth on any such draft or final certificate.
Certain Closing Certificates and Documents. The Company shall prepare and deliver to Acquirer a draft of each of the Estimated Closing Statement and the Spreadsheet not later than five Business Days prior to the Closing Date and a final version of the Estimated Closing Statement and the Spreadsheet to Acquirer not later than two Business Days prior to the Closing Date. In the event that Acquirer notifies the Company that there are reasonably apparent errors in the drafts of the Estimated Closing Statement or the Spreadsheet delivered not later than five Business Days prior to the Closing Date, Acquirer and the Company shall discuss such errors in good faith and the Company shall correct such errors prior to delivering the final versions of the same in accordance with this Section 5.12. Without limiting the foregoing or Section 5.7, the Company shall provide to Acquirer, together with the Estimated Closing Statement and the Spreadsheet, such supporting documentation, information and calculations as are reasonably necessary for Acquirer to verify and determine the calculations, amounts and other matters set forth in the Estimated Closing Statement and the Spreadsheet.
Certain Closing Certificates and Documents. The Company shall prepare and deliver to Buyer, a draft of each of the Company Closing Financial Certificate and the Spreadsheet not later than three (3) Business Days prior to the Closing Date. The Company shall prepare and deliver to Buyer the Company Closing Financial Certificate and the Spreadsheet at or prior to the Closing.
Certain Closing Certificates and Documents. The Company shall prepare and deliver to Acquirer a draft of the Spreadsheet not later than five Business Days prior to the Closing Date and a final version of the Spreadsheet to Acquirer not later than three Business Days prior to the Closing Date. Without limiting the foregoing or Section 5.7, the Company shall provide to Acquirer, together with the Spreadsheet, such supporting documentation, information and calculations as are reasonably necessary for Acquirer to verify and determine the calculations, amounts and other matters set forth in the Spreadsheet.
Certain Closing Certificates and Documents. Seller shall prepare and deliver to Purchaser a draft of each of the Seller Vacation Certificate and the Seller Materials Inventory Certificate not later than three (3) Business Days prior to the Closing Date. Without limiting the generality or effect of the foregoing, Seller shall provide to Purchaser, promptly after Purchaser's request, copies of the documents or instruments evidencing the amounts set forth on any such draft or final certificate. In addition, during Seller’s regular business hours and upon reasonable advance notice, Purchaser shall be entitled to conduct (either itself or through a designated auditor) a review of the Seller’s and its Affiliates’ books and records to confirm the accuracy of the amounts set forth on any such draft or final certificate.
Certain Closing Certificates and Documents. The Company shall prepare and deliver to Acquirer a draft of the Spreadsheet not later than five (5) Business Days prior to the Closing Date and a final version of the Spreadsheet to Acquirer not later than three (3) Business Days prior to the Closing Date. In the event that Acquirer notifies the Company in good faith that there are reasonably apparent errors in the drafts of the Spreadsheet, Acquirer and the Company shall discuss such errors in good faith and the Company shall correct such errors prior to delivering the final versions of the same in accordance with this Section 5.16. Without limiting the foregoing or Section 5.8, the Company shall provide to Acquirer, together with the Spreadsheet, such supporting documentation, information and calculations as are reasonably necessary for Acquirer to verify and determine the calculations, amounts and other matters set forth in the Spreadsheet.
Certain Closing Certificates and Documents. The Company shall prepare and deliver to Buyer a draft of each of the Company Closing Net Working Capital Certificate not later than five Business Days prior to the Closing Date and a final version of the Company Closing Net Working Capital Certificate to Buyer not later than three Business Days prior to the Closing Date. In the event that Buyer notifies the Company that there are reasonably apparent errors in the drafts of the Company Closing Net Working Capital Certificate, Buyer and the Company shall discuss such errors in good faith and the Company shall correct such errors prior to delivering the final versions of the same in accordance with this Section 6.8. Without limiting the foregoing or Section 6.6, the Company shall provide to Buyer, together with the Company Closing Net Working Capital Certificate, such supporting documentation, information and calculations as are reasonably necessary for Buyer to verify and determine the calculations, amounts and other matters set forth in the Company Closing Net Working Capital Certificate.
Certain Closing Certificates and Documents. The Company shall prepare and deliver to Purchaser a draft of the Spreadsheet concurrently with (or shall have prepared and delivered to Purchaser such draft prior to) the execution of this Agreement, and shall prepare and deliver a final version of the Spreadsheet to Purchaser not later than one Business Day prior to the Closing Date. In the event that Purchaser notifies the Company that there are reasonably apparent errors in the Spreadsheet, Purchaser and the Company shall discuss such errors in good faith and the Company shall correct such errors prior to delivering the final versions of the same in accordance with this Section 6.11. Without limiting the foregoing or Section 6.6, the Company shall provide to Purchaser, together with the Spreadsheet, such supporting documentation, information and calculations as are reasonably necessary for Purchaser to verify and determine the calculations, amounts and other matters set forth in the Spreadsheet.
Certain Closing Certificates and Documents. Parent and Company shall prepare and deliver to Acquiror, a draft of each of the Closing Expenses Certificate and the Company Net Working Capital Certificate not later than two (2) Business Days prior to the Closing Date. Parent and Company shall prepare and deliver to Acquiror at or prior to the Closing the Closing Expenses Certificate and the Company Net Working Capital Certificate. Parent and Company shall provide to Acquiror, promptly after Acquiror’s request, copies of the documents or instruments evidencing the amounts set forth on any such draft or final certificate.
