Final Closing Accounts definition

Final Closing Accounts shall have the meaning set forth in Section 2.2.2(d).
Final Closing Accounts means the unaudited balance sheet prepared on a consolidated basis for the Group Companies drawn up as at the Closing Date and prepared in accordance with the Accounting Principles as if they had been annual accounts and otherwise as specified in Section 2.4.1 for the purpose of calculating the Final Purchase Price. The Final Closing Accounts shall be prepared in a way enabling the Parties to determine the Cash, the Debt and the Net Working Capital calculated in accordance with the rules agreed herein, and which shall take into the account the effects on the balance sheet due to the exercise of InMotion Option and Management Option.
Final Closing Accounts means the consolidated financial balance sheet of the Group (supported by the consolidated financial statements produced in accordance with Article 2.3) as at the Adjustment Date becoming final and binding on Sellers and Buyer pursuant to Article 2.3. Guarantor shall mean the legal entity defined as Guarantor on the cover page to this Agreement. Group shall have the meaning as set forth in Recital B. IFRS shall mean the International Financial Reporting Standards as promulgated by the International Accounting Standards Board. Initial Escrow Amount shall have the meaning set forth in Article 2.5(a).

Examples of Final Closing Accounts in a sentence

  • Specifically, with respect to the project under the [*.*] dated [*.*] with [*.*], the net work-in-progess project orders (POC) shall be deemed [*.*] in the Closing Accounts and the Final Closing Accounts.

  • The Closing Purchase Price will be adjusted, first, upward, by an amount equal to fifty percent (50%) of the Final Closing Project Costs and, then, less the pre-closing adjustment amount previously paid by Buyer pursuant to Section 3.2(c) plus one hundred percent (100%) of the Final Closing Accounts Receivable less one hundred percent (100%) of the Final Closing Accounts Payable (the “Adjustment Amount”).

  • Within five Business Days after Buyer’s delivery of such summary to Stockholders Representative, Buyer shall deposit with the Escrow Agent, or if there is a separate Paying Agent, with such Paying Agent, for payment to the Stockholders as the Per Share A/R Adjustment Amount in accordance with this Agreement, a cash amount equal to the amount, if any, by which the Collected A/R exceeds (i) the Final Closing Accounts Receivable less (ii) the Closing A/R Reserves (the “Gross A/R Adjustment Amount”).

  • The Purchase Price will be calculated on the basis of the Closing Accounts or, if any, of the Final Closing Accounts after the Closing Date.

  • The advance payment to [*.*] pursuant to the [*.*] entered into between [*.*] and [*.*] and with effective date [*.*] shall be reflected as an other current asset in the Closing Accounts and Final Closing Accounts in an of amount of [*.*] [*.*].

  • All Taxes incurred by the Group Companies on or before the Closing Date have been duly paid or are fully reflected in the Final Closing Accounts.

  • All inventory including consignment stock of the Group consists of a quality and quantity usable and salable in the ordinary course of business, except for obsolete items and items of below-standard quality, all of which have been written off or written down in accordance with IFRS in the Final Closing Accounts, as the case may be.

  • The representations or warranties made in the immediately preceding sentence are also referred to herein as the “A/R Collection Representation.” There is no contest, claim or right of set-off under any Material Company Contract with any obligor of an Accounts Receivable included in the Final Closing Accounts Receivable relating to the amount or validity of such Accounts Receivable.

  • Notwithstanding Section 0 hereto, in the event of a dispute with regard to the amount of the Final Closing Cash or Final Closing Accounts Receivable, all disputed items shall be submitted to the Chief Financial Officer of Parent (the "CFO") and the Shareholder Agent, or to such other individuals as may be agreed to in writing between Parent and the Surviving Corporation.

  • The Purchaser shall be obliged to reimburse the Sellers any Tax refunds received by the Com- pany concerning periods up to and including the Closing Date, unless and to the extent the Tax refunds have been offset pursuant to Section 12.3 or have been included in the Final Closing Accounts and have increased the Final Share Purchase Price.


More Definitions of Final Closing Accounts

Final Closing Accounts shall have the meaning set forth in Section 3.3.3.
Final Closing Accounts means the unaudited balance sheet prepared on a consolidated basis for the Group Companies drawn up as at the Closing Date and prepared in accordance with the Accounting Principles as if they had been annual accounts and otherwise as specified in Section2.4.1 for the purpose of calculating the Final Purchase Price. The Final Closing Accounts shall be prepared in a way enabling the Parties to determine the Cash, the Debt and the Net Working Capital calculated in accordance with the rules agreed herein, and which shall take into the account the effects on the balance sheet due to the exercise of InMotion Option and Management Option.

Related to Final 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);

  • 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.

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

  • 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.

  • 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.

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

  • 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);

  • 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.

  • 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.

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

  • Management Accounts Date means 30 September 2010;

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Petty Cash means a relatively small amount of cash kept at hand for making immediate payment for miscellaneous small expenses incurred the municipality.

  • Interim Accounts means the unaudited consolidated quarterly financial statements of the Issuer for the quarterly period ending on each 31 March, 30 June, 30 September and 31 December in each year, prepared in accordance with GAAP.

  • Disbursement Account means, in respect of each Tranche, the bank account set out in the most recent List of Authorised Signatories and Accounts.

  • Working Capital Escrow Amount means $2,000,000.

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

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

  • L/C Cash Deposit Account means an interest bearing cash deposit account to be established and maintained by the Agent, over which the Agent shall have sole dominion and control, upon terms as may be satisfactory to the Agent.

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

  • Billing Account is the checking account from which all Service fees will be automatically debited.

  • Operating Account means a demand deposit account maintained at the Funding Bank in Borrower's name and designated for funding that portion of each Eligible Loan not funded by a Warehousing Advance made against that Eligible Loan and for returning any excess payment from an Investor for a Pledged Loan or Pledged Security.

  • Purchaser’s Account The account of the Purchaser at a bank or other entity most recently designated in a written notice by the Purchaser to the Sellers as the "Purchaser's Account."