Examples of July 31 Balance Sheet in a sentence
All tangible personal property reflected on the July 31 Balance Sheet is free and clear of all Liens, other than Liens disclosed in Section 2.16(a) of the Disclosure Schedule, and is in good working order and condition, ordinary wear and tear excepted, and its use complies in all material respects with all applicable Laws.
Except as reflected or reserved against in the July 31 Balance Sheet or in the notes thereto or as disclosed in Section 2.10 of the Disclosure Schedule, there are no Liabilities against, relating to or affecting the Company or any of its Assets and Properties, other than Liabilities (i) incurred since July 31, 2007 in the ordinary course of business consistent with past practice or (ii) which, individually or in the aggregate, are not material to the Business or Condition of the Company.
Such accounting firm shall examine the records of the Company, and, within 30 days following the date upon which such matter shall be referred to such accounting firm, such accounting firm shall determine the disposition of any dispute with respect to the July 31 Balance Sheet (the date on which the determination is made, whether by the accounting firm or by agreement of the parties, is referred to as the "Final Determination Date").
The inventories reflected in the July 31 Balance Sheet are based on quantities determined from physical inventories taken as of July 31, 2000, valued at the lower of cost (determined on a first-in first-out basis) or market value, and on a basis consistent with that of prior practice.
Company has good and marketable ------------------------- title to and owns all of the property reflected in the July 31 Balance Sheet and listed in detail in Schedule 4(l) attached hereto and incorporated herein by this reference, except such property as has been disposed of in the ordinary course of business since July 31, 2000, and free and clear of all claims, liens (except for taxes not yet due and payable), encumbrances and options of any nature.
Company does not have any liabilities, debts or obligations not fully and properly reflected or reserved against in the July 31 Balance Sheet, except liabilities and obligations incurred in the ordinary course of business since July 31, 2000, which shall be expressly disclosed in writing to Purchaser in or pursuant to this Agreement.
The July 31 Balance Sheet contains adequate provision for doubtful accounts set forth on the July 31 Balance Sheet.
Except as set forth in Schedule 5.11, neither of the Company nor any of the Retained Subsidiaries has any material indebtedness or liability, absolute or contingent, known or unknown, which is not shown or provided for on the July 31 Balance Sheet other than liabilities as shall have been incurred or accrued in the ordinary course of business since July 31, 2005.
The Buyer shall make available to the Seller all information which may be in the possession of the Buyer or the Company which the Seller requests in order to verify the accuracy of the July 31 Balance Sheet.
The Preliminary Purchase Price shall be increased (if a positive number) or decreased (if a negative number) by an amount equal to the difference between (x) the Net Working Capital reflected on the Preliminary Balance Sheet and (y) the Net Working Capital reflected on the July 31 Balance Sheet.