Balance Sheet Time definition
Examples of Balance Sheet Time in a sentence
The Initial Closing Date Balance Sheet, the Initial Closing Date Cash, the Initial Closing Date Working Capital, the Initial Closing Date Transaction Expenses and the Initial Closing Date Debt (collectively, the “Initial Closing Date Items”) shall each be prepared, calculated and determined in accordance with GAAP as in effect at the Balance Sheet Time.
If Purchaser disagrees with the Seller Representative’s calculation of the Proposed Net Working Capital Adjustment Amount, Purchaser shall, within thirty (30) days after Purchaser’s receipt of the Proposed Closing Balance Sheet, notify the Seller Representative in writing of such disagreement by setting forth Purchaser’s calculation of the Net Working Capital Adjustment Amount as of the Balance Sheet Time and describing in reasonable detail the basis for such disagreement (an “Objection Notice”).
As promptly as practicable, but in any event within ninety (90) days after the Closing Date, the Buyer will in good faith prepare or cause to be prepared, and will provide to the Company, a written statement (the “Closing Statement”) setting forth in reasonable detail the Buyer’s proposed determinations of Working Capital, as of the Balance Sheet Time.
The Independent Accounting Firm shall make a resolution of the balance sheet of Target as of the Balance Sheet Time, which shall be final and binding for purposes of this Agreement.