Draft Closing Accounts definition

Draft Closing Accounts shall have the meaning set out in Clause 6.3.
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Draft Closing Accounts has the meaning given to such term in Clause 3.3.
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Draft Closing Accounts has the meaning given in paragraph 2.1;
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Examples of Draft Closing Accounts in a sentence

  • The Sellers shall be deemed to have agreed with all items and amounts contained in the Draft Closing Accounts which are not raised in the Dispute Report, and to such extent the Draft Closing Accounts shall become final and binding upon the Sellers and the Purchaser.

  • The Expert shall, taking account of any matters already agreed by the Sellers and the Purchaser, also determine the changes (if any) to be made to the Draft Closing Accounts, which as so changed, shall replace the previously submitted Draft Closing Accounts.

  • 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.

  • 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”).

  • Immediately following the receipt of the audited Draft Closing Accounts, the Seller will submit the audited Draft Closing Accounts together with the Seller’s ERP position plan1 and the Individual Accounts including the respective Local Auditors’ opinions to the Purchaser.

  • In preparing the Closing Accounts, accrued income will be recognized as an asset to the extent allowable in accordance with UK GAAP at the date of submission of the Draft Closing Accounts in accordance with Part II of this Schedule.

  • 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.

  • The Seller shall use commercially reasonable efforts to cause the Seller's Accountants to have substantially completed their audit work by the time the Draft Closing Accounts are delivered pursuant to this Section.

  • 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.

  • 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.


More Definitions of Draft Closing Accounts

Draft Closing Accounts has the meaning specified in Schedule 3.
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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 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 is defined in Clause 5.3.1.
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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 means the consolidated balance sheet of the Group as at the Completion Date to be prepared in accordance with 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).

  • Checking Account means a Demand Deposit account (DDA), a Negotiable Order of Withdrawal (NOW) account, a Savings account and a Money Market account at the Bank that you open through the Bank website; "Account" includes any Checking, Certificate of Deposit, or Savings account at the Bank opened through the Website or in person; "Card" means an automated teller machine card and/or a VISA debit card that accesses your Checking, Savings, Money Market, or NOW account; "PIN" means the personal identification number you use in connection with your Card; "Password" means the password you use to access the Website and your Bank Accounts through a personal computer or other electronic terminal; "Access Device" means your Card, Password, or other device or code we make available to you to access your Accounts; "Business Day" means Monday through Friday, except federal holidays; and "Authorized User" means any person you authorize or permit to use your Card, Password or other Access Device to access your Accounts, whether that person uses the Access Device to obtain information or to conduct a transaction. This EFT Agreement is part of the Banking Documents. Other terms used in this EFT agreement may be defined elsewhere in the Banking Documents. • ATM Safety • Funds Transfers • Other Electronic Fund Transfer Services • Liability For Unauthorized Electronic Transfers • Other Electronic Fund Transfer Services Types of Transactions‌ We offer the following types of Electronic Fund Transfers (EFT) Services for your Checking Account. • Direct Deposits. You can arrange for direct deposits to your checking and savings account(s). • Preauthorized Credits/Debits. We accept, on your behalf preauthorized Credits/Debits drawn on your Deposit Accounts which allow unrestricted activity. Through our electronic bill payment service, you are able to electronically transfer funds from your Deposit Account to other parties, provided the account allows such activity. We may conduct these transactions via Automated Clearinghouse (ACH) transfer. We may also accept and direct funds by wire transfer. Each of these services has unique fees associated with the transaction. Please consult our Schedule of Fees herein. When you provide the party initiating the withdrawal or deposit with advance authorization to make recurring ACH transfers to or from your Account, the transfers are referred to as "preauthorized transfers." Because these preauthorized transfers are performed electronically through the ACH, they are governed by federal regulations pertaining to EFT Services, which entitle you to certain benefits and protections in connection with the EFT Services, such as the right to receive a copy of your written authorization to make preauthorized transfers from your Account from the party that obtains it. • ATM and Point-of-Sale Transactions. ATM Transactions. ATM Cards issued by us to you remain our property and you may be requested to return the Card to us at any time for any reason. Each card is used in conjunction with an authorizing Personal Identification Number ("PIN"). To guard against someone initiating a transaction that you have not authorized, you must take all reasonable precautions to prevent any other person from learning your PIN. If you permit or authorize another person to use your Card and PIN, you will be liable for all resulting transactions. You may use your Card at ATMs which are a part of an Electronic Funds Transfer service network to which the Bank belongs ("EFT network"). ATM withdrawals are available up to the daily authorization limits disclosed below, provided the available balance in the Deposit Account associated with your card is greater than or equal to the amount requested, plus any fees that may be charged along with the cash disbursement. • Withdraw cash from your Checking Account. • Find out your Checking Account balances. • Transfer funds between your own accounts at the Bank (if available on the ATM in use). • Withdraw cash from your Savings Account. • Make deposits to your own accounts.

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • 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 (1) accounts of Parent or any Subsidiary, solely to the extent any such accounts hold funds set aside by Parent or any Subsidiary to manage the collection and payment of amounts collected, withheld or incurred by Parent or such Subsidiary for the benefit of third parties relating to: (a) federal income tax withholding and backup withholding tax, employment taxes, transportation excise taxes and security related charges, (b) any and all state and local income tax withholding, employment taxes and related charges and fees and similar taxes, charges and fees, including, but not limited to, state and local payroll withholding taxes, unemployment and supplemental unemployment taxes, disability taxes, xxxxxxx’x or workers’ compensation charges and related charges and fees, (c) state and local taxes imposed on overall gross receipts, sales and use taxes, fuel excise taxes and hotel occupancy taxes, (d) passenger facility fees and charges collected on behalf of and owed to various administrators, institutions, authorities, agencies and entities, (e) other similar federal, state or local taxes, charges and fees (including without limitation any amount required to be withheld or collected under applicable law) and (f) other funds held in trust for, or otherwise pledged to or segregated for the benefit of, an identified beneficiary; or (2) accounts, capitalized interest accounts, debt service reserve accounts, escrow accounts and other similar accounts of Parent or any Subsidiary or funds established in connection with the ARB Indebtedness.

  • 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, in relation to any Reporting Period, the Franchisee’s management accounts which: (a) comply with paragraph 3.10 of Schedule 13 (Information and Industry Initiatives); and (b) are required to be delivered to the Secretary of State by the Franchisee in accordance with paragraphs 3.2 and 3.3 of Schedule 13 (Information and Industry Initiatives);

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

  • 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 means the escrow account established by the Escrow Agent pursuant to the Escrow Agreement for purposes of holding the Adjustment Escrow Amount and any interest or earnings accrued thereon or in respect thereof.

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

  • 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 2010;

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

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

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