Closing Date Net Assets definition
Examples of Closing Date Net Assets in a sentence
The Purchase Price shall be (i) increased by the amount that the Closing Date Net Assets (as hereinafter defined), are greater than $25,099,080 (which amount is the book value of the net assets as shown on the adjusted September Balance Sheet (the "Target Net Assets"); or (ii) decreased by the amount that the Closing Date Net Assets are less than the Target Net Assets.
Buyer’s revised calculation of the net assets is referred to herein as the “Proposed Closing Date Net Assets Calculation”.
Any such fees or expenses incurred by the Company or its subsidiaries but not paid prior to the Effective Time shall be accrued and reflected as liabilities of the Company and taken into account in calculating the Closing Date Net Assets as set forth in Section 2.3.
Except as provided in Section 9.4, Seller also will timely prepare and file, or cause to be prepared and filed, all other income Tax Returns of Compression for all periods that end on or before the Closing Date and will pay or cause to be paid all Taxes related thereto, provided however that to the extent that a liability for such taxes has been accrued and included in Closing Date Net Assets, then Seller shall have no obligation to make such tax payment.
Purchaser shall provide to Sellers and Sellers' Accountant access to such of the books and records of the Division as may reasonably be required for the audit of the Closing Date Net Assets Statement and the review of the Closing Date Inventory Certificate.