Post-Closing Statement definition
Examples of Post-Closing Statement in a sentence
If Seller does not make an Objection in accordance with Section 2.3(b) or provide written notice of Seller’s acceptance of the Post-Closing Statement within the time period specified by Section 2.3(b), then the obligations of Buyer under this Section 2.3(c) shall cease on the date that is thirty (30) calendar days following receipt by Seller of the Post-Closing Statement.
The Objection shall describe in reasonable detail the items and amounts contained in the Post-Closing Statement that Seller disputes and the basis for any such dispute.
The scope of the disputes to be resolved by the Neutral Accounting Firm shall be limited to whether the items and amounts remaining in dispute that were included in the Objection were prepared in accordance with this Agreement and the Neutral Accounting Firm shall determine, on such basis, whether and to what extent, the items and amounts in the Post-Closing Statement that were included in the Objection require adjustment.
The Neutral Accounting Firm shall address only those items and amounts remaining in dispute that were included in the Objection, shall not make any other determination, and may not assign a value greater than the greatest value for any item and amount in dispute claimed by Seller or Buyer in the Objection or the Post-Closing Statement, respectively, or smaller than the smallest value for such item and amount claimed by Seller or Buyer in the Objection or the Post-Closing Statement, respectively.
The date on which all disputed amounts set forth in the Post-Closing Statement are finally determined in accordance with this Section 2.3(b) is hereinafter referred to as the “Finalization Date”.