Final Closing Schedule definition

Final Closing Schedule is defined in Section 2.7(a).
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Final Closing Schedule as used in this Agreement, shall mean the Actual Closing Schedule if deemed final in accordance with Section 2.5(d) or the definitive Final Closing Schedule agreed to in writing by Seller and Buyer or resulting from the determinations made by the Accounting Firm in accordance with this Section 2.5(e).
Sample 1
Final Closing Schedule means the Loan Schedule to be provided as part of the Final Closing Statement.
Sample 1

Examples of Final Closing Schedule in a sentence

  • Upon motion duly made and seconded, carried by unanimous consent of the members present, the Committee approved the minutes of the April 7, 2015 meeting.

  • In the event that Sellers provide no such notice of disagreement within such thirty (30) day period, Sellers shall be deemed to have accepted the Final Closing Schedule and the calculation of the Purchase Price Adjustment Amount delivered by Buyer, which shall be final, binding and conclusive for all purposes hereunder.

  • Within five (5) days after the determination of the Final Closing Schedule, Buyer and Seller shall deliver a joint written instruction to the Escrow Agent instructing it to disburse all of the funds in the Adjustment Escrow Account as follows: (i) to Buyer, the amount (if any) payable to Buyer pursuant to Section 2.5(f)(i) and (ii) to Seller the remaining funds in the Adjustment Escrow Account by wire transfer of immediately available funds to an account designated by Seller.

  • The term “Final Closing Schedule,” as used in this Agreement, shall mean the Actual Closing Schedule if deemed final in accordance with Section 2.5(d) or the definitive Final Closing Schedule agreed to in writing by Seller and Buyer or resulting from the determinations made by the Accountants in accordance with this Section 2.5(e).

  • In the event any such notice of disagreement is timely provided by Sellers, Buyer and Sellers shall use their commercially reasonable efforts for a period of thirty (30) days (or such longer period as they may mutually agree) to resolve any disagreements with respect to the Final Closing Schedule and the calculation of the Purchase Price Adjustment Amount.

  • If Sellers shall disagree with any calculation set forth in the Final Closing Schedule or any element of the Purchase Price Adjustment Amount relevant thereto including the Estimated Purchase Price Adjustment, it shall notify Buyer of such disagreement in writing within thirty (30) days after its receipt of the Final Closing Schedule which notice shall set forth in reasonable detail the particulars of such disagreement.

  • As of the Closing, the Inventory of each Restaurant Entity will be in usable or salable condition in the ordinary course of business at the amounts to be carried on the Final Closing Schedule representing the lower of cost or market value (determined on a first-in-first-out basis) (net of any reserves established therefor and appearing thereon).

  • The amounts of the Inventories reflected on the Final Closing Schedule will be, and the amounts of Inventories reflected on the books and records of each Restaurant Entity have been, determined in accordance with GAAP (except as otherwise expressly provided herein).

  • The Purchaser shall have full access to the financial records and other information used in the preparation of the Final Closing Schedule, including access to the pertinent draft and final working papers of the Sellers' Representatives and the Sellers' Auditor.

  • The CPA shall issue a report containing its findings and determinations, including a revised Final Closing Schedule (the "Buyer Final Closing Schedule").


More Definitions of Final Closing Schedule

Final Closing Schedule has the meaning in Section 4.5(g).
Sample 1

Related to Final Closing Schedule

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Final Closing means the last closing under the Private Placement;

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Second Closing Date means the date of the Second Closing.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Second Closing has the meaning set forth in Section 2.2.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Put Closing shall have the meaning set forth in Section 2.3.8.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Additional Closing has the meaning set forth in Section 2.3.

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

  • Final closure means the closure of all hazardous waste management units at the facility in accordance with all applicable closure requirements so that hazardous waste management activities pursuant to 35 Ill. Adm. Code 724 and 725 are no longer conducted at the facility unless subject to the provisions of 35 Ill. Adm. Code 722.134.

  • Final Closing Indebtedness means the aggregate amount of Closing Indebtedness set forth in the Final Closing Statement.

  • Additional Closing Date has the meaning set forth in Section 3.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.