Examples of Closing Company Net Debt in a sentence
NAI has submitted and obtained BNPPLC’s approval of the site plan and descriptions of the Construction Project referenced in Exhibit B.
The fees and expenses of the Referee will be borne by the Stockholder and Parent in the same proportion that the portion of the contested amounts not awarded to the Stockholder, on the one hand, or Parent, on the other hand, bears to the amount actually contested by the parties, and the decision of the Referee with respect to the items of the Closing Company Net Debt and Closing Parent Net Debt submitted to it will be final, conclusive and binding on the parties.
The final, binding and conclusive calculation of the Closing Net Working Capital and Closing Company Net Debt, based either upon initial delivery of the Closing Statement pursuant to Section 3.03(a), agreement or deemed agreement by Pensare and Holdings or the written determination delivered by the Accountant, in each case, in accordance with this Section 3.03, will be the “Closing Net Working Capital” and “Closing Company Net Debt” for all purposes of this Agreement.
During the forty-five (45) days (the “Resolution Period”) after the delivery of the Dispute Notice, Pensare and Holdings shall reasonably cooperate in good faith to resolve any such dispute and finally determine the Closing Statement, the Closing Net Working Capital, and Closing Company Net Debt.
The parties acknowledge that Closing Net Working Capital and Closing Company Net Debt shall be calculated in accordance with the accounting methodologies, principles and procedures applied historically by the Company in preparing its financial statements (in each case in accordance with GAAP) as set forth in Section 3.03(a) of the Company Disclosure Schedule, which sets forth an illustrative calculation of Closing Net Working Capital and Closing Company Net Debt at May 31, 2019.