Common use of Pre-Closing Statement Clause in Contracts

Pre-Closing Statement. (i) Not fewer than one (1) Business Day prior to the anticipated Closing Date, the Company and the Seller Parties shall deliver to the Parent and Merger Sub a certificate (the “Pre-Closing Statement”) setting forth the Company and the Seller Parties’ good faith estimates of the Net Working Capital and the amount, if any, by which the estimated Net Working Capital set forth in the Pre-Closing Statement is more or less than the Working Capital Target (the “Adjustment Amount”), together with supporting documentation for such estimates and any additional information reasonably requested by Parent. The Pre-Closing Statement shall be prepared in consultation with Parent and shall be reasonably acceptable to Parent.

Pre-Closing Statement. (i) Not fewer than one three (13) Business Day Days prior to the anticipated Closing Date, the Company and the Seller Transferor Parties shall deliver to the Parent and Merger Sub a certificate (the “Pre-Closing Statement”) setting forth the Company and the Seller Transferor Parties’ good faith estimates of the Net Working Capital and the amount, if any, by which the estimated Net Working Capital set forth in the Pre-Closing Statement is more or less than the Working Capital Target Zero Dollars ($0) (the “Adjustment Amount”), determined in accordance with the Balance Sheet Rules, together with supporting documentation for such estimates and any additional information reasonably requested by Parent. The Pre-Closing Statement shall be prepared in consultation with Parent and shall be reasonably acceptable to Parent.