Draft Closing Accounts definition

Draft Closing Accounts shall have the meaning ascribed to such term in Section 2.3.
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Draft Closing Accounts shall have the meaning set out in Clause 6.3.
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Draft Closing Accounts has the meaning specified in Schedule 3.
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Examples of Draft Closing Accounts in a sentence

  • The Seller and the Purchaser will co-operate with each other and, if applicable, with the Neutral Expert, with regard to the preparation, review, agreement and determination of the (Draft) Closing Accounts and will, subject to reasonable notice, make available free of charge during normal office hours to the relevant other Party and its representatives and accountants and to the Neutral Expert all books and records as the other Party or the Neutral Expert may reasonably require.

  • If the Response Notice is served within the Response Period and states that the Sellers agree with the Draft Closing Accounts, then such accounts shall constitute the Closing Accounts.

  • If and to the extent the Purchaser does not state its objections in accordance with the requirements of Clause 5.4.1, the Draft Closing Accounts will with the expiration of the Dispute Period become final and binding between the Parties.

  • In particular, the Buyer shall allow the Seller to have access to the SAP system implemented within the Group Companies in order to review the Records of the Group Companies for financial reporting, tax purposes, and for the purpose of reviewing the Draft Closing Statements and the Draft Closing Accounts in accordance with Clause 3.3(c) as of the Closing Date.

  • The Buyer shall procure the preparation and submission to the Individual Sellers’ Representative and the Institutional Sellers of a draft of the Closing Accounts ("Draft Closing Accounts") within 90 calendar days after Closing.

  • Within twenty (20) Business Days after receipt of the Draft Closing Accounts (the “Dispute Period”), the Purchaser may raise against the Seller in reasonable detail any objections against specified items of the Draft Closing Accounts, substantiating the higher or lower value which in the Purchaser’s opinion should be allocated to each item in dispute (the “Dispute Report”).

  • If the Individual Sellers’ Representative and the Institutional Sellers do not serve the Response Notice within the Response Period, then the Sellers shall be deemed to have agreed the Draft Closing Accounts, and such accounts shall constitute the Closing Accounts.

  • The Draft Closing Accounts shall be drawn up in accordance with the instructions and applying the accounting principles, policies, methodologies, categorisations and practices set out in paragraphs 2.7 to 2.8 (inclusive) of this Part 1 and Part 2.


More Definitions of Draft Closing Accounts

Draft Closing Accounts is defined in Clause 5.3.1.
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Draft Closing Accounts has the meaning set out in Clause 9.3.1.
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Draft Closing Accounts has the meaning given in paragraph 1.1, Part 3 (Preparation, Delivery and Agreement) of Schedule 6 (Closing Accounts);
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Draft Closing Accounts has the meaning set out in Clause 9.3.1. “Drawing” has the meaning set out in Clause 5.1.3. “Earn Out Amount” has the meaning set out in Clause 3.3.3. /// 59 NOTARIZED VERSION “Environment” means all or any of the following: air (including the air in buildings), water (including water bodies, groundwater, water under or within land or in drains or in sewers), soil, soil gas, land, biota, buildings and installations or other man-made structures. “Environmental Law” means the legal provisions and governmental regulations concerning the protection of the Environment, applicable at the time of the Closing, in the form as applied by the respective competent authority, including legal provisions which have been enacted but have not yet entered into force as well as legal provisions to be enacted under European Directives which have not yet been implemented in the relevant jurisdiction. “Environmental Permit” means any licence, approval, authorisation, permission, agreement or exemption granted under any legal provision or other governmental regulation for the protection of the environment applicable at the date of this Agreement in the form as applied by the respective competent authority. “Escrow Amount” has the meaning set forth in Clause 5.1.8. “Escrow Auditor” has the meaning set out in Clause 5.3.1(ii). “Euro”, “euro”, “EUR” and “€” each means the lawful currency of such sovereigns which as members of the European Union belong to the monetary union pursuant to the “Treaty of Lisbon amending the Treaty on European Union and the Treaty establishing the European Community” dated 13 December 2007 (OJ 2007/C 306/01) at such point in time as relevant pursuant to this Agreement. “European Target Cash Amount” has the meaning as set out in Clause 3.2.1(i). “Expert Arbitrator” has the meaning set out in Clause 9.3.3. “Financial Debt” means the amount of the following obligations of each Group Company, including accrued interest, if any,:
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Draft Closing Accounts has the meaning given in paragraph 2.1;
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Related to Draft Closing Accounts

  • Seller Account shall have the meaning set forth in the preamble of this Agreement.

  • Completion Accounts has the meaning given in Paragraph 4.1, 4.2(A) or 4.2(B) (as applicable) of Part A of Schedule 8 (Completion Accounts);

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Funding Accounts has the meaning assigned to such term in Section 4.01(h).

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

  • Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.

  • Disbursement Accounts has the meaning ascribed to it in Annex C.

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

  • Escrow Accounts means any escrow account in which Escrowed Proceeds are deposited and held.

  • Settlement Account means an account established at a financial institution designated by Merchant as the account to be credited and debited by the Servicers for Transactions, Card Fees, Chargebacks and other amount assessed by a Card Association and passed- through to Merchant pursuant to the terms of this Agreement.

  • Collection Accounts As defined in Section 3.10(a).

  • Transaction Account means a cash account established and maintained by Repo Custodian for the Funds to effect repurchase transactions pursuant to the Master Agreement.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Management Accounts means unaudited accounts which shall incorporate a profit and loss statement, cash flow statement and balance sheet.

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

  • Closing Date Cash has the meaning specified in Section 3.4(a).

  • Seller’s Account means such account as the Seller may specify to the Guarantor from time to time;

  • Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).

  • Operating Accounts shall have the meaning ascribed to it in Section 4.03.A.

  • Financing Accounts means, collectively, the Credit Account and the Grant Account (or, where the context so requires, either of the Credit Account or the Grant Account).”

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

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

  • Management Accounts Date means 30 September 2017;

  • Indemnity Escrow Account has the meaning set forth in Section 2.3(c).

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • Concentration Accounts has the meaning ascribed to it in Annex C.