Common use of Closing NAV Clause in Contracts

Closing NAV. Within ninety (90) days after the Closing, Seller will prepare and deliver to Buyer a balance sheet of the Company as of the Closing Date prepared in accordance with GAAP together with a statement setting forth a calculation of the Closing NAV (the "Closing Statement"). At the option of the Buyer, exercisable in writing on or before the Closing Date, the Closing Statement shall be audited by PricewaterhouseCoopers LLP. The cost of such audit shall be borne by the Company. Buyer shall cooperate fully and shall cause the Company to provide Seller with all assistance and access to books and records necessary for Seller to prepare the Closing Statement. In connection therewith, Buyer and Seller will jointly conduct a physical inventory of the Inventory as of the Closing Date in accordance with the procedures to be mutually agreed by Buyer and Seller acting reasonably and in good faith and, at Buyer's option, such physical inventory will be observed by Buyer's auditors, PricewaterhouseCoopers LLP, and, at Seller's option, such physical inventory will be observed by Seller's auditors, Arthur Andersen LLP.

Closing NAV. Within ninety (90) days after the Closing, Seller will ----------- prepare and deliver to Buyer a balance sheet of the Company as of the Closing Date prepared in accordance with GAAP together with a statement setting forth a calculation of the Closing NAV (the "Closing Statement"). ----------------- At the option of the Buyer, exercisable in writing on or before the Closing Date, the Closing Statement shall be audited by PricewaterhouseCoopers LLP. The cost of such audit shall be borne by the Company. Buyer shall cooperate fully and shall cause the Company to provide Seller with all assistance and access to books and records necessary for Seller to prepare the Closing Statement. In connection therewith, Buyer and Seller will jointly conduct a physical inventory of the Inventory as of the Closing Date in accordance with the procedures to be mutually agreed by Buyer and Seller acting reasonably and in good faith and, at Buyer's option, such physical inventory will be observed by Buyer's auditors, PricewaterhouseCoopers LLP, and, at Seller's option, such physical inventory will be observed by Seller's auditors, Arthur Andersen Xxxxxx Xxxxxxxx LLP.

Closing NAV. Within ninety (90) days after the Closing, ----------- Seller will prepare and deliver to Buyer a balance sheet of the Company as of the Closing Date prepared in accordance with GAAP together with a statement setting forth a calculation of the Closing NAV (the "Closing Statement"). At ----------------- the option of the Buyer, exercisable in writing on or before the Closing Date, the Closing Statement shall be audited by PricewaterhouseCoopers LLP. The , the cost of such audit shall be borne by the Company. Buyer shall cooperate fully and shall cause the Company to provide Seller with all assistance and access to books and records necessary for Seller to prepare the Closing Statement. In connection therewith, Buyer and Seller will jointly conduct a physical inventory of the Inventory as of the Closing Date in accordance with the procedures to be mutually agreed by Buyer and Seller acting reasonably and in good faith faith] and, at Buyer's option, such physical inventory will be observed by Buyer's auditors, PricewaterhouseCoopers LLP, and, and at Seller's option, such physical inventory will be observed by Seller's auditors, Arthur Andersen Xxxxxx Xxxxxxxx LLP.

Closing NAV. Within ninety (90) days after the Closing, Seller will prepare and deliver to Buyer a balance sheet of the Company as of the Closing Date prepared in accordance with GAAP together with a statement setting forth a calculation of the Closing NAV (the "Closing Statement"). At the option of the Buyer, exercisable in writing on or before the Closing Date, the Closing Statement shall be audited by PricewaterhouseCoopers LLP. The , the cost of such audit shall be borne by the Company. Buyer shall cooperate fully and shall cause the Company to provide Seller with all assistance and access to books and records necessary for Seller to prepare the Closing Statement. In connection therewith, Buyer and Seller will jointly conduct a physical inventory of the Inventory as of the Closing Date in accordance with the procedures to be mutually agreed by Buyer and Seller acting reasonably and in good faith faith] and, at Buyer's option, such physical inventory will be observed by Buyer's auditors, PricewaterhouseCoopers LLP, and, and at Seller's option, such physical inventory will be observed by Seller's auditors, Arthur Andersen Xxxxxx Xxxxxxxx LLP.