Estimated Closing Date Balance Sheet. No earlier than ten Business Days prior to the Closing nor later than three Business Days prior to the Closing, the Shareholders shall deliver a balance sheet for the Company prepared as of the Closing Date (the "Estimated Closing Date Balance Sheet"). The Estimated Closing Date Balance Sheet shall be prepared in accordance with GAAP, on a basis consistent with the accounting practices of PentaStar. The Estimated Closing Date Balance Sheet shall set forth, in addition to other items required by PentaStar's application of GAAP, the amount, as of the Closing Date, of
Estimated Closing Date Balance Sheet. No earlier than ten Business Days prior to the Closing or later than three Business Days prior to the Closing, the Shareholders will deliver a balance sheet for the Company prepared as of the Closing Date (the "Estimated Closing Date Balance Sheet"). The Estimated Closing Date Balance Sheet will be prepared in accordance with GAAP on a basis consistent with the historical accounting practices of the Company used in connection with the preparation of the Company's audited balance sheet for the period ended December 31, 1998. The Estimated Closing Date Balance Sheet will set forth, in addition to other items required by GAAP, the amount of (i) Cash held by the Company, (ii) the Closing Date Liabilities and each item thereof, and (iii) the Retained Liabilities described in clauses (b), (c) and (d) of the definition of Retained Liabilities and each item thereof.
Estimated Closing Date Balance Sheet. 7 Estimated Net RBC Deficit................................................ 70 Estimated RBC Calculation................................................ 70
Estimated Closing Date Balance Sheet. No more than five business days and no less than one full business day before the Closing Date, the Securityholders’ Representative will deliver to the Buyer an unaudited estimated balance sheet of the Company, estimated as of the time of the Closing (the “Estimated Closing Date Balance Sheet”), prepared in conformity with GAAP applied on a consistent basis.
Estimated Closing Date Balance Sheet. The Company shall have delivered the Estimated Closing Date Balance Sheet to Buyer.
Estimated Closing Date Balance Sheet. Parent shall have ------------------------------------ received from the Company the Estimated Closing Balance Sheet pursuant to Section 1.7 hereof. -----------
Estimated Closing Date Balance Sheet. Estimated Closing Consideration. No later than ten (10) Business Days before the Closing Date, Parent shall deliver to Purchaser (i) an estimated unaudited consolidated balance sheet of the Company, as of the Closing, which shall be prepared in accordance with SAP consistently applied (except that such balance sheet will not be required to include footnotes) (the “Estimated Closing Date Balance Sheet”) and, (ii) based on the Estimated Closing Date Balance Sheet, a statement (the “Estimated Closing Statement”) accompanied by documentation reasonably satisfactory to Purchaser in support of the calculation of information set forth therein, setting forth Parent’s calculation of the Closing Consideration (the “Estimated Closing Consideration”) and each element of the definition thereof. The Estimated Closing Statement shall be prepared by Parent in a manner consistent with the terms of (including the definitions contained in) this Agreement.
Estimated Closing Date Balance Sheet. No later than two (2) business days prior to the Closing Date, the Company, in good faith, shall prepare and deliver to the Purchaser an estimate of the Closing Date Balance Sheet (the "Estimated Closing Date Balance Sheet"), including an estimate of the consolidating balance sheets from each Subsidiary used in creating the Estimated Closing Date Balance Sheet, based on the Company's and its Subsidiaries' books and records and other information then available, to determine an estimate of the Final Net Working Capital, provided that in the preparation of such estimate, any monetary amount in a currency other than Dollars shall be translated into Dollars using the Valuation Date Exchange Rate (the "Estimated Final Net Working Capital"). The Company will prepare the Estimated Closing Date Balance Sheet and the Estimated Final Net Working Capital consistent with the methodology used in calculating the Valuation Date Balance Sheet and the Valuation Date Net Working Capital, which calculation is set forth in Exhibit 1.01.
Estimated Closing Date Balance Sheet. Parent shall have received from the Company the Estimated Closing Date Balance Sheet and schedule of Estimated Closing Date Net Cash.
Estimated Closing Date Balance Sheet will contain the following classifications, derived and supported in such a manner as defined herein, all of which will be supported by sufficient general ledger detail and supporting documentation for review and confirmation:
