Closing Net Asset Value Statement definition

Closing Net Asset Value Statement shall have the meaning given in Section 5.02(a) below.
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Closing Net Asset Value Statement is defined in Section 1.4(a).
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Closing Net Asset Value Statement shall have the meaning as described in Section 10.1;
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Examples of Closing Net Asset Value Statement in a sentence

  • The failure of Sellers to deliver such Net Asset Value Protest Notice within the prescribed time period will constitute Sellers' acceptance of the Closing Net Asset Value Statement as determined by Purchasers.

  • The term "Final Closing Net Asset Value Statement," as used in this Agreement, shall mean the definitive Closing Net Asset Value Statement accepted by Sellers or agreed to by Sellers and Purchasers in accordance with Section 3.4(b) or the definitive Closing Net Asset Value Statement resulting from the determinations made by the Accountants in accordance with this Section 3.4(c) (in addition to those items theretofore accepted by Sellers or agreed to by Sellers and Purchasers).

  • Sellers and their representatives shall be given reasonable access to all of Purchasers' books and records relating to the Closing Net Asset Value Statement during reasonable business hours for the purpose of determining the Closing Net Asset Value.

  • If Purchasers and Sellers are unable to resolve any disagreement as to any amount included in or omitted from the Closing Net Asset Value Statement within fifteen (15) days following Purchasers' receipt of the Net Asset Value Protest Notice, then the amounts in dispute will be referred to Deloitte and Touche LLP (the "Accountants") for final arbitration within forty-five (45) days after submitting the matter to the Accountants, which arbitration shall be final and binding on each of Purchasers and Sellers.

  • Each Party shall provide the other Party and its representatives with reasonable access to relevant books, records, work papers and personnel during the preparation of the Closing Net Asset Value Statement, the conduct of any reviews referred to in this Section 1.4 and the resolution of any disputes that may arise under this Section 1.4.

  • As soon as practicable (but in any event not later than forty-five (45) days) following delivery of the Closing Net Asset Value Statement, Sellers may deliver written notice (the "Net Asset Value Protest Notice") to Purchasers of any disagreement that Sellers may have as to any amount included in or omitted from the Closing Net Asset Value Statement.

  • As soon as practicable (but in any event not later than ninety (90) days) following the Closing Date, Purchasers shall prepare and deliver to Sellers a statement (the "Closing Net Asset Value Statement"), setting forth the Net Asset Value as of the Closing Date determined in accordance with GAAP.


More Definitions of Closing Net Asset Value Statement

Closing Net Asset Value Statement has the meaning set forth in Section 3.4(a) hereof.
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Closing Net Asset Value Statement means the statement setting forth the Closing Net Asset Value as of the Closing Date.
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Closing Net Asset Value Statement has the meaning set forth in Section 1.8(b)(i).
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Related to Closing Net Asset Value Statement

  • Consolidated Working Capital Adjustment means, for any period on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.

  • Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Liabilities at such time.

  • Net Asset Value or "NAV” means per Unit value of the Trust arrived at by dividing the Net Assets by the number of Units outstanding.

  • Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Adjusted Asset Value means, as of a given date, the sum of EBITDA attributable to malls, power centers and all other assets for the trailing four (4) quarters most recently ended, divided by (iii) 7.75%. In determining Adjusted Asset Value:

  • Net Working Capital Adjustment Amount means an amount, which may be a positive or negative number, equal to the Net Working Capital as of the Effective Time minus the Net Working Capital Threshold.

  • Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).

  • Asset Value has the meaning assigned to such term in the Pricing Side Letter.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Net Working Capital Target means $0.00.

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Adjusted Consolidated EBITDA means, for any Computation Period, Consolidated EBITDA for such Computation Period adjusted by giving effect on a pro forma basis to Acquisitions and dispositions completed during such Computation Period.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.04(c).

  • Target Net Working Capital Amount means $0.

  • Closing Statement has the meaning set forth in Section 2.5(a).

  • Consolidated Adjusted EBITDA means, for any period, an amount determined for Borrower and its Subsidiaries on a consolidated basis equal to Consolidated Net Income for such period, plus, (i) to the extent deducted in determining Consolidated Net Income for such period, the sum, without duplication of amounts for:

  • Working Capital Adjustment Amount has the meaning set forth in Section 2.1(b)(ii). Section 1.2

  • Partially Adjusted Capital Account means, with respect to any Member for any taxable year or other period of the Company, the Capital Account balance of such Member at the beginning of such year or period, adjusted for all contributions and distributions made or deemed made to or by such Member during such year or period and all special allocations to such Member pursuant to Section 6.2 with respect to such year or period, but before giving effect to any allocations of Net Profit or Net Loss to such Member pursuant to Section 6.1 with respect to such year or period.

  • Net Asset Value per Share means the Net Asset Value of a Fund divided by the

  • Adjusted Net Assets of such Guarantor at any date shall mean the lesser of (1) the amount by which the fair value of the property of such Guarantor exceeds the total amount of liabilities, including contingent liabilities (after giving effect to all other fixed and contingent liabilities incurred or assumed on such date), but excluding liabilities under the Guarantee of such Guarantor at such date and (2) the amount by which the present fair salable value of the assets of such Guarantor at such date exceeds the amount that will be required to pay the probable liability of such Guarantor on its debts (after giving effect to all other fixed and contingent liabilities incurred or assumed on such date), excluding debt in respect of the Guarantee of such Guarantor, as they become absolute and matured.

  • Net Asset Value per Unit means the Net Asset Value of a Fund divided by the number of Units of a Fund outstanding on the date of calculation.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Closing Cash means the aggregate amount of Cash of the Company as of the Effective Time.