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 6.6(b) hereof.
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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

  • 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.

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

  • Accordingly, items (i) and (ii) in (a) above shall be subject to adjustment based on the Final Balance Sheets as provided in Sections 2.4(c)(ii).

  • Preliminary, Closing and Final Balance Sheets ...................................

  • For purposes of the Final Balance Sheets, the portion of Net Working Capital attributable to the Inventory shall be the value of the Inventory as determined pursuant to this Section 1.3.

  • To the extent not otherwise prorated pursuant to this Agreement, or as reflected in Net Working Capital on the Interim Balance Sheets or the Final Balance Sheets, Purchaser and Seller shall prorate (as of the Effective Time), if applicable, real estate and personal property lease payments, real estate and personal property taxes, assessments and other similar charges against real estate, plus all other income and expenses which are normally prorated upon the sale of assets of a going concern.

  • If Purchaser disputes any entry on the Final Balance Sheets that affects the calculation of Net Working Capital, the Assumed Capital Lease Obligations or the Sick Pay Amount, Purchaser shall notify Seller in writing (which writing shall contain Purchaser's determination of the amount of the disputed entry) within forty-five (45) calendar days after Purchaser's receipt of the Final Balance Sheets from Seller.

  • 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.

  • 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.

  • 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.


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.

  • 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 shall have the meaning set forth in Section 2.3(a).

  • Interim Balance Sheet as defined in Section 3.4.

  • 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 September 30, 2021, 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 A-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, with respect to any Person, any Obligation of such Person under a synthetic lease, tax retention operating lease, off-balance sheet loan or similar off-balance sheet financing classified as an operating lease in accordance with GAAP, if such Obligations would give rise to a claim against such Person in a proceeding referred to in Section 6.01(h).

  • 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 and leaseback transactions that do not create a liability on the balance sheet of such Person, (iii) any Synthetic Lease Obligation 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.