Initial Closing Date Statement definition

Initial Closing Date Statement shall have the meaning set forth in Section 2.8.
Sample 1
Initial Closing Date Statement is defined in Section 1.5(b).
Sample 1
Initial Closing Date Statement has the meaning set forth in Section 3.02(b).
Sample 1

Examples of Initial Closing Date Statement in a sentence

  • Dr. Holdnak shared that he and President Grosskopf’s terms as Committee Co-Chairs have expired.

  • Anything to the contrary notwithstanding, Sellers’ Representative will be entitled to retain copies of the work papers and other materials used in preparing the Initial Closing Date Statement.

  • The final, binding and conclusive Initial Closing Date Statement based either upon agreement or deemed agreement by Buyer and the Company or the determination of the PC Referral Firm in accordance with this Section 3.02(d), shall be the "Final Initial Closing Date Statement." The statements of FFE Purchase Price and TS Purchase Price set forth on the Final Closing Statement shall be the "Final FFE Purchase Price" and "Final TS Purchase Price" for purposes of this Agreement.

  • The Initial Closing Date Statement shall be prepared in accordance with the requirements of this Agreement, including Schedule II hereof, and on a basis consistent with the methodologies, policies, practices, classifications, judgments, estimation techniques, assumptions and principles used in the Financial Statements (to the extent not inconsistent with the requirements of this Agreement and Schedule II hereof, including the definitions herein).

  • The Estimated Cash Consideration (including each component thereof) shall be set forth on the Initial Closing Date Statement and be subject to adjustment as provided in Section 2.11.

  • After the end of the first ninety (90)-day period referred to above, neither Party may introduce additional objections with respect to any item in the Initial Closing Date Statement or increase the amount of any objection, and any item not so identified shall be deemed to be agreed to by the Buyer and the Seller and shall be final and binding upon the Parties.

  • If the Buyer notifies the Seller within ninety (90) days of receipt of the Initial Closing Date Statement of an objection to any item on the Initial Closing Date Statement, the Buyer and the Seller shall, within sixty (60) days following such notice (the “ Resolution Period”), attempt in good faith to resolve their differences and any written resolution by them as to any disputed amounts shall be final, binding and conclusive.

  • Buyer shall make available to the Company (upon request following the giving of any objection to the Initial Closing Date Statement) the work papers generated in connection with Buyer's review of the Initial Closing Date Statement.

  • If at the conclusion of the Resolution Period there remains any dispute regarding any item on the Initial Closing Date Statement, then such dispute shall be submitted to an impartial nationally recognized major accounting firm selected by the Seller and the Buyer within ten (10) days after the expiration of the Resolution Period (the “ Neutral Auditors”).

  • If, prior to Closing, Buyer objects in good faith to any of the estimates provided by the Company in the Initial Closing Date Statement, Buyer and the Company shall attempt in good faith to resolve their differences with respect to any such objections, and the Company shall revise the Initial Closing Date Statement and amounts set forth therein to reflect any such resolutions that are agreed to in writing by Buyer and the Company.


More Definitions of Initial Closing Date Statement

Initial Closing Date Statement is defined in Section 1.5(b). “In-License” is defined in the definition of Intellectual Property.
Sample 1

Related to Initial Closing Date Statement

  • Closing Date Statement has the meaning set forth in Section 2.06(b).

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

  • Payment Date Statement means a report prepared by the Administrator setting forth certain information relating to the Reference Pool, the Notes, the Reference Tranches and the hypothetical structure described in the Offering Memorandum, which will be in such form as is required under the Offering Memorandum and otherwise as agreed upon between the Administrator and the Indenture Trustee.

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

  • Closing Date Business Plan means the set of Projections of Borrowers for the 3 year period following the Closing Date (on a year by year basis, and for the 1 year period following the Closing Date, on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.

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

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

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

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

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

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

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

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

  • 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.

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.

  • Distribution Date Statement As defined in Section 4.02(a).

  • 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.

  • Closing Date Term Loan has the meaning specified in Section 2.01(a).

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

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

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

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

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

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

  • Closing Date Certificate means a Closing Date Certificate substantially in the form of Exhibit G-1.