Common use of Estimated Closing Date Balance Sheet Clause in Contracts

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.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pentastar Communications Inc), Agreement and Plan of Merger (Pentastar Communications Inc)

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Estimated Closing Date Balance Sheet. No earlier than ten Business Days Days, nor later than three Business Days, prior to the Closing or later than three Business Days prior to the ClosingDate, the Shareholders will cause the Company to 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 October 31, 19981999. The Estimated Closing Date Balance Sheet will set forth, in addition to other items required by GAAP, the amount of (i) Cash cash held by the Company, Company and (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.

Appears in 1 contract

Samples: Purchase Agreement (Signalsoft Corp)

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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 Shareholder 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 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.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pentastar Communications Inc)

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