Certified Closing Report definition

Certified Closing Report has the meaning set forth in Section 1.8(a).
Certified Closing Report shall have the meaning set forth in Section 1.8(a) of this Agreement.
Certified Closing Report shall have the meaning set forth in Section 2.5(a).

Examples of Certified Closing Report in a sentence

  • The Company shall make available such personnel as are reasonably necessary to assist Parent in its review of the Certified Closing Report.

  • Seller shall have delivered to Purchaser the Certified Closing Report and the documents and other items required to be delivered by it pursuant to Section 7.2(a), in form and substance reasonably satisfactory to Purchaser.

  • Each Shareholders’ Representative Calculation Report shall be prepared by the Shareholders’ Representative by using the Earn-Out Consideration Calculator and accompanying instructions included in the Certified Closing Report.

  • The Shareholders’ Representative shall be entitled to: (i) rely upon the Certified Closing Report, (ii) rely upon any signature believed by it to be genuine, and (iii) reasonably assume that a signatory has proper authorization to sign on behalf of the applicable Shareholder, Optionholder or other party.

  • The Certified Closing Report shall be reasonably acceptable to Purchaser.

  • As promptly as practicable after the Stockholders’ Representative’s disbursement to the Paying Agent of any portion of the Total Expense Fund pursuant to Section 10.14, the Stockholders’ Representative will cause the Paying Agent to, subject to Section 2.15, deliver to each Stockholder, Optionholder and SAFE Holder the amount of such portion of the Total Expense Fund allocable to such Person in accordance with the Certified Closing Report and the applicable provisions of this Agreement.

  • The allocation of the Aggregate Available Parent Common Stock set forth in Section 1.5 and the Certified Closing Report will comply with all applicable Laws, the Company’s Organizational Documents and all other plans and Contracts to which the Company or any securityholder of the Company is party to or by which the Company or any securityholder is bound.

  • APC shall have received the Certified Closing Report, the officer’s certificate referenced in subsection (a) above, and such other documents, agreements, filings, third party consents, assignments and other instruments, in form and substance reasonably satisfactory to APC, as may be required to consummate the Merger.

  • Capitalized terms used but not otherwise defined in this Certified Closing Report will have the same meanings ascribed to such terms in the Purchase Agreement.

  • When the camera is turned on, the operator can select the display mode from the pushbuttons: full screen camera or Picture In Picture mode.

Related to Certified Closing Report

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • Closing Date Financial Statements has the meaning set forth in Section 2.3(a)(i).

  • Closing Financial Statements has the meaning set forth in Section 6.22.

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • MI Report means a report containing Management Information submitted to the Authority in accordance with Framework Schedule 8 (Management Information);

  • Pre-Closing Statement has the meaning set forth in Section 2.4(a).

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Preliminary Closing Statement shall have the meaning set forth in Section 2.3(a).

  • Auditor’s Report means the auditor’s report on the Financial Report; “AEDT” means Australian Eastern Daylight Standard Time.

  • GLJ Report means the independent engineering reserves evaluation of certain oil, NGL and natural gas interests of the Company prepared by GLJ dated February 11, 2022 and effective December 31, 2021.

  • Estimated Closing Statement has the meaning set forth in Section 2.4(a).

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.

  • Closing Statements has the meaning set forth in Section 3.3(b).

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Closing Date Statement has the meaning set forth in Section 2.06(b).

  • Phase I Report means, with respect to any Facility, a report that (i) conforms to the ASTM Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process, E 1527, (ii) was conducted no more than six months prior to the date such report is required to be delivered hereunder, by one or more environmental consulting firms reasonably satisfactory to Administrative Agent, (iii) includes an assessment of asbestos-containing materials at such Facility, (iv) is accompanied by (a) an estimate of the reasonable worst-case cost of investigating and remediating any Hazardous Materials Activity identified in the Phase I Report as giving rise to an actual or potential material violation of any Environmental Law or as presenting a material risk of giving rise to a material Environmental Claim, and (b) a current compliance audit setting forth an assessment of Holdings’, its Subsidiaries’ and such Facility’s current and past compliance with Environmental Laws and an estimate of the cost of rectifying any non-compliance with current Environmental Laws identified therein and the cost of compliance with reasonably anticipated future Environmental Laws identified therein.

  • Pick Up Report means the report detailing the number of sleeping rooms per day actually used out of the Program’s room block.

  • Closing Certificate means the closing certificate of the Company in the form of Exhibit B hereto.

  • ESDM Report means the Emission Summary and Dispersion Modelling Report prepared in accordance with the Procedure Document by Envision Compliance and dated July 3, 2007 submitted in support of the application, and includes any amendments to the ESDM Report listed in Schedule A and all up-dated ESDM Reports prepared as required by the Documentation Requirements conditions of this Certificate.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Preliminary Closing Balance Sheet has the meaning set forth in Section 2.2(b) below.

  • MERS Report The report from the MERS System listing MERS Designated Mortgage Loans and other information.

  • SOS Reports means the official reports from the Secretaries of State of each Collateral State, Chief Executive Office State and the Borrower State and other applicable federal, state or local government offices identifying all current security interests filed in the Collateral and Liens of record as of the date of such report.

  • Payment Date Report has the meaning assigned to such term in Section 8.07(b).