Initial Closing Date Statement definition

Initial Closing Date Statement has the meaning set forth in Section 2(d)(i).
Initial Closing Date Statement is defined in Section 1.5(b). “In-License” is defined in the definition of Intellectual Property.
Initial Closing Date Statement has the meaning set forth in Section 3.02(b).

Examples of Initial Closing Date Statement in a sentence

  • 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.

  • The Initial Closing Date Statement shall be prepared on a basis consistent with the Agreed Accounting Principles, adjusted for the Business as purchased and this Agreement.

  • The Buyer agrees that any failure by it to notify the Seller of any such objection prior to the expiration of the ninety (90)-day period immediately following the delivery of the Initial Closing Date Statement by the Seller shall be deemed to be an acceptance by the Buyer of the Initial Closing Date Statement and shall constitute a waiver of any right by the Buyer to dispute such Initial Closing Date Statement for all purposes.

  • For illustrative purposes only, an example demonstrating the calculation of Closing Date Net Assets, Pre-Closing Capital Expenditure Amount, and Closing Date Funded Indebtedness Amount and a sample Initial Closing Date Statement are set forth on Schedule 1.5.

  • 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 Initial Closing Date Statement shall be delivered to Parent together with reasonable supporting calculations for each of the foregoing estimates and supporting documentation therefor.

  • Sellers and Buyer further agree that if any information is not available as of the Initial Closing Date (or Landlord Consent Date with respect to each Assumed Lease) to determine all adjustment and proration calculations, such calculations shall be made using the most recently available information and when such information becomes available, the proration amount shall be adjusted in connection with the Final Initial Closing Date Statement.

  • 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.

  • 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.

  • The Company shall consider in good faith any revisions to the calculations set forth in the Initial Closing Date Statement proposed by Parent, and the Initial Closing Date Statement shall be amended to reflect any revisions agreed upon in writing by Parent and the Company.


More Definitions of Initial Closing Date Statement

Initial Closing Date Statement is defined in Section 1.5(b).

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 setting forth certain information relating to the Reference Pool, the Notes, the Reference Tranches and the hypothetical structure described in the Prospectus, which shall be in such form as is required under the Prospectus and otherwise as agreed upon between the Issuer and the Global Agent.

  • 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 as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • 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 Financial Statements has the meaning set forth in Section 2.3(a)(i).

  • Closing Date Term Loan has the meaning set forth in Section 2.4(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 has the meaning specified in Section 2.7.