Buyer Adjustment Report definition

Buyer Adjustment Report has the meaning set forth in Section 2.4(a).

Examples of Buyer Adjustment Report in a sentence

  • In connection with the preparation or review of, or resolution of any disputes with respect to, the Buyer Adjustment Report, each of Buyer and Seller shall make available to the other Party and its Representatives reasonable access during normal business hours to all relevant personnel, Representatives, books and records, and other items reasonably requested by the other Party in connection therewith.

  • If Buyer fails to timely deliver the Buyer Adjustment Report, then the Closing Date Report shall be deemed to be the Buyer Adjustment Report delivered to Seller hereunder and deemed to have been delivered on such ninetieth (90th) day (and for the avoidance of doubt, Seller may deliver a Notice of Disagreement with respect to the Closing Date Report that is deemed to be the Buyer Adjustment Report).

  • The Closing Payment for purposes of the Buyer Adjustment Report shall be an amount equal to (A) the Base Purchase Price, (B) minus the Actual Indebtedness, (C) plus the Actual Cash, (D) minus Actual Transaction Expenses, (E) plus the amount, if any, by which Actual Working Capital exceeds Target Working Capital by more than $500,000 or minus the amount, if any, by which Target Working Capital exceeds Actual Working Capital by more than $500,000.

  • If Buyer fails to deliver a Buyer Adjustment Report within one hundred twenty (120) days of the Closing Date, then Buyer shall be deemed to have irrevocably accepted the amounts in the Closing Date Report, and there shall be no adjustment to the Purchase Price pursuant to this Section 2.4.

Related to Buyer Adjustment Report