Closing Date Net Asset Value definition

Closing Date Net Asset Value as defined in Section 3.2 hereof.

Closing Date Net Asset Value means the amount by which the total assets of the Company and the Company Subsidiaries on a consolidated basis exceeds the total liabilities of the Company and the Company Subsidiaries on a consolidated basis, in each case as derived from the Closing Date Balance Sheet.

Closing Date Net Asset Value means the book value of the Purchased Assets (excluding any value attributed to intangibles that were not on the balance sheet for the Business as of March 31, 1997 referred to in Section 2.3) minus the book value of the Assumed Obligations (not including any liabilities or obligations under the Retention Plan), in each case as carried on Seller's books of account in accordance with GAAP consistently applied (provided that in the event of any conflict between those principles required under GAAP and those principles required for consistency, the principles required under GAAP shall control) as of the Closing Date.

Examples of Closing Date Net Asset Value in a sentence

• In preparing the Buyer Closing Date Net Asset Value Statement, the Buyer shall be entitled to have access to the books and records of the Seller and the work papers of the Seller prepared in connection with the preparation of the Closing Date Net Asset Value Statement and shall be entitled to discuss such books and records and work papers with the Seller and those persons responsible for the preparation thereof.

• The Seller shall also make available to the Buyer copies of all work papers and other documents and data as were used to prepare the Closing Date Balance Sheet (and any items therein) and the Closing Date Net Asset Value calculation.

• In the event that in preparing the Buyer Closing Date Net Asset Value Statement the Buyer conducts a physical inventory, the Seller shall be entitled to have one or more representatives present during the conduct of such physical inventory.

• In addition, if Xx. Xxxxxxx does not object to the Closing Date Net Asset Value within the thirty (30) Business Day period referred to above, the Closing Date Net Asset Value as reflected on the Closing Date Balance Sheet as so prepared shall be deemed final and conclusive and binding upon Xx. Xxxxxxx and the Company.

• The DAF Report shall be (i) within the range of proposals established for such dispute by Purchaser and Seller and (ii) deemed to be an agreement between Seller and purchaser with respect to the issues in dispute, and upon the delivery of the DAF Report to Purchaser and Seller, the Closing Date Net Asset Value as set forth in the DAF Report shall be deemed to be final, conclusive and binding upon all the parties hereto.

More Definitions of Closing Date Net Asset Value

Closing Date Net Asset Value is as set forth on Exhibit A hereto as of the Effective Date, subject to updating such Exhibit A in connection with the Closing in accordance with the requirements of Section 6.14.

Closing Date Net Asset Value or “NAV” means the difference, as of 11:59 p.m., New York, New York time, on the Closing Date, between (a) the sum of the cash, accounts receivable, inventory, prepaids, equipment, royalty advance, and prepublication costs (at a 25% discount) which are included in Acquired Assets, as reflected on the Closing Date Balance Sheet, less (b) the sum of all of the Assumed Liabilities, as reflected on the Closing Date Balance Sheet, less (c) $225,000, as determined in accordance with Section 4.2(b).

Closing Date Net Asset Value has the meaning set forth in Section 2(b)(iii) below.

Closing Date Net Asset Value means (x) the total Current Assets shown on the Closing Date Working Capital Statement, minus (y) the total Current Liabilities shown on the Closing Date Working Capital Statement.

Closing Date Net Asset Value means all assets (excluding goodwill) less current and long-term liabilities of Marquis (but shall only include the Closing Debt Amount to the extent such amount is not paid from the Purchase Price at Closing pursuant to Section 2.06.02(d)), each as shown on the Closing Date Balance Sheet; provided, however, that the determination of Closing Date Net Asset Value shall exclude the following as of the Closing Date: (i) Cash, (ii) Other Non-Operating Assets, and (iii) the book value of the Artisans Property. Subject to the proviso in the immediately preceding sentence, the Closing Date Net Asset Value shall be prepared in accordance with GAAP, and on a basis consistent with the historical accounting policies, methodologies, practices, and assumptions applied by Marquis, provided such historical policies, methodologies, practices, and assumptions are in accordance with GAAP. An example of the methodology to be used to calculate the Closing Date Net Asset Value is set forth on Schedule 1A.

Closing Date Net Asset Value means the book value of the Assets (excluding any value attributable to intangibles that are not reflected on the Audited Balance Sheet and excluding any accrual for prospective property taxes payable in connection with the termination of the IRBs) minus the book value of the Assumed Liabilities, in each case as determined in accordance with GAAP in a manner consistent with the practices, policies, procedures, methodologies and conventions used by the Independent Accountants in their audit of the Seller Financial Statements referred to in Section 8.5.1.

Closing Date Net Asset Value means an amount in Japanese Yen, which represents (a) the Closing Date Total Assets shown on the Closing Date Balance Sheet, minus (b) the Closing Date Total Liabilities shown on the Closing Date Balance Sheet.