Closing Date Balance Sample Clauses
The Closing Date Balance clause defines the specific financial position or account balance that must be determined as of the closing date of a transaction. Typically, this clause outlines how the balance is to be calculated, which accounts or financial statements are included, and may specify adjustments for outstanding items or accruals. Its core function is to ensure both parties have a clear, agreed-upon reference point for the financial state of the business at closing, thereby reducing disputes and facilitating accurate settlement of the transaction.
Closing Date Balance. At the Closing, Buyer shall deliver (or cause to be delivered) to Parent an amount equal to the Equity Value as reflected on the Estimated Closing Statement, minus the sum of the Adjustment Escrow Amount and the Retention Escrow Amount.
Closing Date Balance. Unaudited balance sheet of the Sheet Acquiree as of the Closing Date prepared in accordance with the requirements of GAAP containing all accruals including but not limited to all payroll accruals (bonuses, commissions and vacations) and deferrals.
Closing Date Balance. No later than 1:30 p.m. C.T. on June 30, 2023 (or such other time and date as Buyer and Parent agree in writing) if, prior to such time, the Parties have delivered the documents described in Section 9.2 and Section 9.3 in escrow as described in Section 9.1, Buyer shall deliver to the Escrow Agent, under the Escrow Agreement, an amount equal to the Closing Equity Value as reflected on the Estimated Closing Statement minus the Escrow Deposit (the “Closing Date Balance”).
Closing Date Balance. Sheet Section 1.6(a) Disputed Amounts Section 1.6(c) ERISA Affiliate Section 2.15(c) Excluded Assets Section 1.2 Excluded Employees Section 5.7(a)(ii) Excluded Liabilities Section 1.3 Excluded Real Property Section 1.2(a) Field Employees Section 5.7(a)(i) Forms Section 5A.1(c) Hired Employees Section 5.7(a) Leased Real Property Section 2.19(a) New Plans Section 5.13(b) Non-Field Employees Section 5.7(a)(ii) Other Employees Section 5.7(a)(iii) Pre-Committed Sale Section 1.4(b)(i) Purchase Price Section 1.1 Stock Purchase Section 1.1 Quincy's Benefit Plans Section 2.15(a) Quincy's Contracts Section 2.16 Quincy's ERISA Plan Section 2.15(a) Quincy's Pension Plan Section 2.15(a) Shares Preamble Third Party Claim Section 7.2(a)
(c) Any singular term in this Agreement shall be deemed to include the plural, and any plural term the singular. Whenever the words "include," "includes" or "including" are used in this Agreement, they shall be deemed followed by the words "without limitation."
Closing Date Balance. Tranche A funds may only be readvanced in accordance with the express provisions of this Agreement.