Interim Closing Statement definition

Interim Closing Statement has the meaning set forth in Section 2(e)(i).
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Interim Closing Statement is defined in Section 2.5.
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Interim Closing Statement is defined in Section 3.6(b).
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Examples of Interim Closing Statement in a sentence

  • In the event that all actual Product Inventory quantities are not known prior to Closing, the Seller shall make a good faith estimate of the Product Inventory quantities and the related Product Inventory Value Amount, which information shall be attached to the Interim Closing Statement.

  • If the estimated Purchase Price as set forth on the Interim Closing Statement exceeds the Purchase Price as set forth on the Closing Statement, the Seller shall pay to the Buyer, without offset or deduction, in cash the amount of such excess.

  • By way of example, Schedule 2(e) is a hypothetical Interim Closing Statement that assumes the Closing occurred on March 31, 2005.

  • The calculations of Interim Estimated Cash and Estimated EBITDA set forth in the Interim Closing Statement shall be accompanied by reasonably detailed supporting documentation and a certificate of the chief financial officer of the Buyer certifying that the applicable estimates have been calculated in good faith in accordance with this Agreement.

  • Within five (5) Business Days of delivery of the Interim Closing Statement, the Buyer shall deliver to the Seller Representative an amount (such amount, the “Interim Payment Amount”) in cash equal to (1) the Interim Estimated Cash, less (2) the product of (x) the Estimated EBITDA and (y) the Pro Rata EBITDA Fraction, plus (3) $500,000, less (4) the Final Cash Retention Amount.

  • If the amount of the interim Purchase Price as set forth on the Interim Closing Statement exceeds the amount of the Estimated Purchase Price paid at Closing, then, within five (5) days after the Interim Settlement Date, Buyer shall pay to Seller the amount of such difference.

  • In consideration for the assignment of such Acquired Company Equity Interests, the Buyer agrees to pay the Seller the estimated Purchase Price set forth in the Interim Closing Statement in cash by wire transfer of immediately available federal funds.

  • If the amount of the interim Purchase Price as set forth on the Interim Closing Statement is less than the Estimated Purchase Price paid at Closing, then Seller shall pay to Buyer, within five (5) days after the Interim Settlement Date, the amount of such difference.

  • On or before the date that is twenty-seven (27) months after the Closing Date, Seller shall prepare and deliver to Buyer a revised Closing Statement setting forth the final Adjustment Amount as of the Closing Date, taking into account (i) the adjustments reflected by the Interim Closing Statement and any post-Closing payments made pursuant to Section 3.6(c) and (ii) the final distributions by the Escrow Agent of those portions of the Base Purchase Price represented by the NORM Escrow and the NPDES Escrow.

  • In the event of a disagreement of any such amount, or otherwise, Closing shall occur on the basis of the Interim Closing Statement.


More Definitions of Interim Closing Statement

Interim Closing Statement means the revised Closing Statement described in Section 3.6(a), as prepared by Seller and as may be subsequently adjusted to reflect any subsequent written agreement between the Parties with respect thereto, or if submitted to the Closing Statement Arbitrator, the Closing Statement issued by the Closing Statement Arbitrator as described in this Section 3.6(b).
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Interim Closing Statement has the meaning given in Clause 2.4;
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Interim Closing Statement has the meaning ascribed thereto in Section 2.8.
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Related to Interim Closing Statement

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

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

  • 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).

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

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

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

  • Closing Statements has the meaning set forth in Section 3.3(b).

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.

  • Closing Financial Statements has the meaning set forth in Section 6.22.

  • Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).

  • Earn-Out Statement has the meaning set forth in Section 2.5(c).

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Preliminary Closing Balance Sheet has the meaning set forth in Section 2.2(b) below.

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Settlement Statement has the meaning set forth in Section 3.2(a).

  • 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.

  • Interim Statements means the quarterly financial statement of any insurance company as required to be filed with the Department, together with all exhibits or schedules filed therewith, prepared in conformity with SAP. References to amounts on particular exhibits, schedules, lines, pages and columns of such interim statements are based on the formats promulgated by the NAIC for 2012 interim statements for the applicable type of insurance company. If such format is changed in future years so that different information is contained in such terms or they no longer exist, it is understood that the reference is to information consistent with that recorded in the referenced item in the 2012 interim statement of the insurance company.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • Objections Statement has the meaning set forth in Section 1.02(d).

  • Adjustment Statement has the meaning set forth in Section 2.6(a).

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

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

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Payoff statement means a written statement furnished by the mortgage servicer which sets forth all of the following:

  • Filing Statement means all UCC financing statements or other similar financing statements and UCC (Form UCC-3) termination statements required pursuant to the Loan Documents.