Examples of Final Net Working Capital Statement in a sentence
If the Final Net Working Capital Statement amount is less than the Estimated Working Capital, then the Sellers’ Representative, on behalf of the Sellers, shall pay to the Purchaser an amount equal to such shortfall by wire transfer of immediately available funds (to the bank account designated by the Purchaser in writing at the time of the delivery of the Final Net Working Capital Statement) within five (5) Business Days of the Seller’s Representative’s receipt of the Final Net Working Capital Statement.
For the purposes of calculating Losses pursuant to this Article IX, the amount of any Losses for which indemnification is provided shall not be duplicative of any matter addressed in the Final Net Working Capital Statement.
Such Final Net Working Capital Statement shall be final and binding upon the parties hereto and shall not be subject to appeal.
At the written election of the Purchaser (which election shall be made not later than ten (10) Business Days after the determination of the Final Net Working Capital Statement and the related final Purchase Price, in accordance with Section 1.4.8 and Section 1.4.9, respectively), the Sellers and the Purchaser shall join in the timely making (or causing to be timely made) of a 338(h)(10) Election with respect to the sale of the Shares.
Without limiting the generality of the foregoing, the Purchaser shall not be entitled to any duplicative indemnification, recovery or other form of relief for Losses under Article IX in respect of any matter addressed in the Final Net Working Capital Statement pursuant to this Section 1.4.