Effective Time Balance Sheet definition

Effective Time Balance Sheet has the meaning assigned to such term in Section 2.4(b)(i).
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Effective Time Balance Sheet has the meaning set forth in Section 2.04(a)(i).
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Effective Time Balance Sheet has the meaning assigned to such term in Section 2.4(c)(i).
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Examples of Effective Time Balance Sheet in a sentence

  • A copy of the Effective Time Balance Sheet shall be promptly furnished to the Buyer.

  • If the Buyer disagrees with the Tangible Net Worth, the Buyer shall engage an independent public accounting firm, at its expense, to audit the Effective Time Balance Sheet and deliver a certified written report to the Seller confirming the Tangible Net Worth ("Audited Tangible Net Worth").

  • Any refunds (including interest thereon) of Taxes paid or indemnified by Seller pursuant to Section 13.1(a) or for which a reserve was included on the Effective Time Balance Sheet shall be for the account of Seller.

  • The Effective Time Balance Sheet, the Effective Time Net Equity and the Change in Net Equity shall be prepared from the books and records of the Company in accordance with GAAP (and shall contain the same components and be prepared on a basis consistent with the preparation of the Current Balance Sheet, as the methodology of the components and preparation of such Current Balance Sheet is identified on Section 2.4(a) of Seller’s Disclosure Schedules).

  • Any refunds (including interest thereon) of Taxes paid or indemnified by Buyer pursuant to Section 13.1(b) (other than those for which a reserve was included on the Effective Time Balance Sheet) shall be for the account of Buyer.

  • If the Neutral Accounting Firm should conclude that it is unable to determine one or more issues or amounts necessary to complete an audit of the Effective Time Balance Sheet, the Change in Net Equity and prepare and deliver the Neutral Accounting Report, it shall promptly so notify Buyer and Seller who shall endeavor to jointly agree on such issue or amount.

  • The Company has not received payments prior to the Effective Time from counterparties under any of the Material Contracts earlier than required under such Material Contracts for services that will not be performed by the Company prior to the Closing Date, except to the extent the liability with respect to the provision of such services is reflected in the Effective Time Balance Sheet.

  • If the Buyer disagrees with the Tangible Net Worth, the Buyer shall engage an independent public accounting firm, at its expense, to audit the Effective Time Balance Sheet and deliver a certified written report to the Sellers confirming the Tangible Net Worth ("Audited Tangible Net Worth").

  • At least ten (10) calendar days prior to the date on which the parties hereto anticipate that the Effective Time will fall, the Company will deliver to Fiserv and Trewit what it believes to be the Effective Time Balance Sheet.

  • As soon as practicable but within sixty (60) days after the Effective Date, the Seller, at his expense, shall cause Xxxxx Xxxxxx & Company, L.L.C., an independent certified public accountant, to prepare combined balance sheets of the Companies immediately prior to the Effective Time (the "Effective Time Balance Sheet") setting forth the tangible net worth of the Company using accrual accounting and in conformance with generally accepted accounting principles (the "Tangible Net Worth").


More Definitions of Effective Time Balance Sheet

Effective Time Balance Sheet means a balance sheet of the Company as of the Effective Time prepared in accordance with GAAP consistently applied in accordance with past practices, which balance sheet shall include,
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Effective Time Balance Sheet means WAPCO's balance sheet at the Effective Time. The Effective Time Balance Sheet shall (A) fairly present the financial position of WAPCO as at the Effective Time in accordance with GAAP applied on a basis consistent with those in the preparation of the Balance Sheet, (B) include line items substantially consistent with those in the Balance Sheet, and (C) be prepared in accordance with accounting policies and practices consistent with those used in the preparation of the Balance Sheet.
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Effective Time Balance Sheet as defined in Section 12.2
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Effective Time Balance Sheet. Section 9.1; "Escrow Agreement", Section 11.5(c); "Exclusive Period", Section 6.5; "Final Settlement Statement", Section 9.1; "Hydrocarbons", Exhibit A; "Indemnified Party" and "Indemnifying Party", Section 11.6(a); "Indemnity Holdback," Section 11.5(d); "Interim Period", Section 6.1; "Leases", Exhibit A; "Permits", Exhibit A; "Personal Property", Exhibit A; "Preliminary Settlement Statement", Section 8.2; "Real Property Interests", Exhibit A; "Records", Exhibit A; "SEC Reports", Section 4.1(k); "Shares", Preambles; "Supplemental Unaudited Financial Statements", Section 6.14; "Third Person Transaction", Section 6.5; "Transfer Taxes", Section 10.2; and "Wells", Exhibit A. Xx xddition, the following terms and expressions shall have the meanings set forth hereinafter:
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Effective Time Balance Sheet. Estimated Purchase Price" • "Estimated Working Capital Payment" • "Final Working Capital" • "Final Working Capital Payment"
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Related to Effective Time Balance Sheet

  • Company Balance Sheet means the consolidated balance sheet of the Company and its Subsidiaries as of December 31, 2016 and the footnotes thereto set forth in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2016.

  • Interim Balance Sheet as defined in Section 3.4.

  • SpinCo Balance Sheet means the pro forma combined balance sheet of the SpinCo Business, including any notes and subledgers thereto, as of September 30, 2021, as presented in the Information Statement made available to the Record Holders.

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Parent Balance Sheet shall have the meaning assigned to such term in Section 5.13 hereof.

  • Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a).

  • Latest Balance Sheet has the meaning set forth in Section 3.4(a).

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Closing Balance Sheet has the meaning set forth in Section 2.4(a).

  • relevant balance sheet means the latest published audited consolidated balance sheet of the Group, but where the Company has no subsidiaries it means the balance sheet and profit and loss account of the Company and, where the Company has subsidiaries but there are no consolidated accounts of the Group, it means the respective balance sheets and profit and loss accounts of the companies comprising the Group;

  • Interim Balance Sheet Date has the meaning set forth in Section 3.06.

  • Current Balance Sheet shall have the meaning set forth in Section 2.7.

  • SEC Off-Balance Sheet Rules means the Disclosure in Management’s Discussion and Analysis About Off-Balance Sheet Arrangements, Securities Act Release No. 33-8182, 68 Fed. Reg. 5982 (Feb. 5, 2003) (codified at 17 CFR pts. 228, 229 and 249).

  • Company Balance Sheet Date means December 31, 2016.

  • Off-Balance Sheet Arrangement means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Borrower is a party, under which the Borrower has:

  • Parent Balance Sheet Date shall have the meaning assigned to it in Section 5.13 hereof.

  • Audited Balance Sheet means the audited balance sheet of the company prepared for the purposes of the Companies Acts for a financial year unless an audited consolidated balance sheet dealing with the state of affairs of the company and its subsidiary undertakings required to be dealt with in group accounts has been prepared for those purposes for the same financial year, in which case it means that audited consolidated balance sheet, and in that case all references to reserves shall be deemed to be references to consolidated reserves;

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Final Balance Sheet has the meaning set forth in Section 2.4.

  • Unaudited Balance Sheet has the meaning set forth in Section 3.4(a)(ii).

  • Current Balance Sheet Date means December 31, 1997.

  • Recent Balance Sheet has the meaning set forth in Section 3.5(a).

  • Latest Balance Sheet Date has the meaning set forth in Section 3.10.

  • Unaudited Interim Balance Sheet shall have the meaning specified in Section 2.4(a)(iii) of the Agreement.

  • Balance Sheets has the meaning set forth in Section 4.5(a).

  • Pro Forma Balance Sheet as defined in Section 4.1(a).