Final Balance Sheets definition

Final Balance Sheets means the Basis Final Balance Sheet and the Howell Final Balance Sheet.
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Final Balance Sheets has the meaning set forth in Section 2.5(b).
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Final Balance Sheets means the balance sheets of each of Xxxxxx Europe, Xxxxxx USA and CFI, as of the close of business on the Closing Date, which shall be prepared by Buyers in accordance with Section 2.7 and the Agreed Accounting Policies and Principles.
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Examples of Final Balance Sheets in a sentence

  • The Proposed Statutory Reserves Calculation shall be determined in a manner consistent with the preparation of the Proposed Final Balance Sheets pursuant to Section 2.3(b)(ii) of the Purchase Agreement (the “Proposed Final SAP Balance Sheet”).

  • In addition, the Preliminary Balance Sheets and Final Balance Sheets, when prepared, will be based on the Company's historical accounting practices, consistently applied.

  • If Buyer shall fail to deliver the Proposed Final Balance Sheets pursuant to this Section 2.3(b)(ii) within 120 days after the Closing Date, the Estimated GAAP Balance Sheet, the Estimated Statutory Balance Sheet and the Estimated Reciprocals Balance Sheet shall be deemed to be final, binding and conclusive on the parties.

  • Seller shall be responsible for Taxes allocable according to this paragraph to the portion of such year ending on the Closing Date only to the extent such Taxes exceed the aggregate amount reserved for Taxes on the Final Balance Sheets.

  • Notwithstanding the preceding sentence or anything contained herein to the contrary, the Company, ILIC and Buyer (and any successor thereto) shall continue to be obligated, even after the Closing Date, to pay Seller any amounts owing under the Tax Allocation Agreements for any amount of Taxes for which a reserve or accrual has been established and reflected on the Final Balance Sheets.

  • The Final Balance Sheets will be subject to the reasonable approval of Sellers and will present fairly the Sellers’ assets and liabilities as of the Closing Date, and will be prepared in accordance with GAAP applied consistently with the Year-End Financial Statements and Interim Financial Statements.

  • The Pro Forma, Interim and Final Balance Sheets make or will make full and adequate provision for all obligations and liabilities, fixed or contingent, of the Purchased Business as of their respective dates, and at those dates, the Purchased Business did not have any obligations or liabilities, fixed or contingent, not reflected in said Balance Sheets or disclosed in Schedules A.1, A.2, or A.3. or otherwise assumed in writing by Modine or Subsidiary.

  • If the Shareholder Representative notifies Xxxx that he accepts the Final Balance Sheets, or fails to deliver his own alternate Final Balance Sheets within the thirty (30) day period specified in the preceding sentence, Xxxx'x determination of the amounts of Working Capital Surplus shall be conclusive and binding on the parties upon the expiration of such period.

  • Within one hundred twenty (120) calendar days after the Closing Date, the final unaudited balance sheets of the Hospitals as of the Closing Date (the "Final Balance Sheets"), which shall include a calculation of Net Working Capital as of the Closing Date, the Assumed Capital Lease Obligations and the Sick Pay Amount, shall be prepared by Seller and delivered to Purchaser.

  • Representative shall use good faith efforts to resolve any dispute involving the determination of the amounts of Working Capital Surplus and the Final Balance Sheets.


More Definitions of Final Balance Sheets

Final Balance Sheets means the closing balance sheets dated as of the Completion Date prepared by the Purchasers after the Completion Date in accordance with Clause 7.5, all to be prepared in accordance with each of the Sellers' usual accounting principles and otherwise in accordance with GAAP within each Territory where the Sellers are incorporated and normally operate;
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Related to Final Balance Sheets

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

  • 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;

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

  • Closing Date Balance Sheet has the meaning specified in Section 2.7.

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

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

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

  • SpinCo Balance Sheet means the pro forma combined balance sheet of the SpinCo Business, including any notes and subledgers thereto, as of June 30, 2018, as presented in the Information Statement made available to the Record Holders.

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

  • 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.

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

  • Off-Balance Sheet Obligations means liabilities and obligations of the Borrower, any Subsidiary or any other Person in respect of “off-balance sheet arrangements” (as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act) which the Borrower would be required to disclose in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of the Borrower’s report on Form 10-Q or Form 10-K (or their equivalents) which the Borrower is required to file with the Securities and Exchange Commission (or any Governmental Authority substituted therefor).

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

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

  • Principal Balance Certificate Any of the Class A-1, Class A-2, Class A-3, Class X-0, Xxxxx X-0, Class A-SB, Class A-S, Class B, Class C, Class D, Class E, Class F, Class G and Class PEX Certificates.

  • Principal Balance Schedules Not applicable.

  • Off-Balance Sheet Obligation means the monetary obligation of a Person under (a) a so-called synthetic, off-balance sheet or tax retention lease, (b) an agreement for the use or possession of property creating obligations that do not appear on the balance sheet of such Person but which, upon the insolvency or bankruptcy of such Person, would be characterized as the indebtedness of such Person (without regard to accounting treatment) or (c) an agreement for the sale of receivables or like assets creating obligations that do not appear on the balance sheet of such Person but which, upon the insolvency or bankruptcy of such Person, could be characterized as the indebtedness of such Person (without regard to accounting treatment).

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

  • Off-Balance Sheet Liabilities of any Person shall mean (i) any repurchase obligation or liability of such Person with respect to accounts or notes receivable sold by such Person, (ii) any liability of such Person under any Sale-Leaseback Transactions that do not create a liability on the balance sheet of such Person, (iii) any obligation under a Synthetic Lease or (iv) any obligation arising with respect to any other transaction which is the functional equivalent of or takes the place of borrowing but which does not constitute a liability on the balance sheet of such Person.

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

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

  • 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;

  • Principal Balance Certificates Each of the Class A-1, Class A-2, Class A-3, Class X-0, Xxxxx X-0, Class A-SB, Class A-S, Class B, Class C, Class D, Class E, Class F and Class NR Certificates.

  • Off-Balance Sheet Liability of a Person means (a) any repurchase obligation or liability of such Person with respect to accounts or notes receivable sold by such Person, (b) any indebtedness, liability or obligation under any so-called “synthetic lease” transaction entered into by such Person, or (c) any indebtedness, liability or obligation arising with respect to any other transaction which is the functional equivalent of or takes the place of borrowing but which does not constitute a liability on the balance sheet of such Person (other than operating leases).

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

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