Examples of Preliminary Accounting in a sentence
If Seller does not so object within such 30-day period, the Preliminary Valuation Date Balance Sheet and the Preliminary Working Capital set forth in the Preliminary Accounting Report shall be final and binding as the “Valuation Date Balance Sheet” and the Valuation Date Working Capital, respectively, for purposes of this Agreement but shall not limit the representations, warranties, covenants and agreements of the parties set forth elsewhere in this Agreement.
The PI Order provides that Defendants “shall not transfer, encumber or otherwise dispose of$2,437,500.00 or assets of equivalent value[,]” and “shall account for such funds or assets to the Plaintiff[.]”66 As discussed above, the Preliminary Accounting and Second Supplemental Accounting are not remotely in compliance with the PI Order.
On or before ninety (90) days after the completion of the transition services provided under the TOSA, Shell, on behalf of the Sellers, shall prepare and deliver to Purchaser an accounting statement (the “Final Accounting Statement”) showing the Sellers’ good faith updated determination of the Adjustments and any changes to the calculation of the Adjustments from the calculations in the Preliminary Accounting Statement.
The Unadjusted Purchase Price shall be payable at Closing as provided in Section 5.3, and shall be subject to adjustments as provided for in Article 3 and Article 8, and as are reflected in the Preliminary Accounting and the Final Accounting (the Unadjusted Purchase Price, as so adjusted, being the “Final Purchase Price”).
The total purchase price for the Assets shall be Six Hundred Thirty Nine Million Dollars ($639,000,000) (the “Unadjusted Purchase Price”) payable to Sellers at Closing and subject to adjustments as provided for in Articles 3, 4, 8 and 12 and as are reflected in the Preliminary Accounting and the Final Accounting (the Unadjusted Purchase Price, as so adjusted, being the “Final Purchase Price” or the “Purchase Price”).
The following documents will be available to support the Preliminary Accounting Report for Suppression and Non-Specific Suppression Support.
If Closing occurs, the Performance Deposit shall be applied as a credit against the amounts due pursuant to the Preliminary Accounting Statement by Purchaser at Closing.
For Claimants, the Secretary agrees to refrain from (1) accelerating, (2) foreclosing, or (3) using administrative offsets, of any FSA Farm Loan Program loan held by each and every Claimant from the date on which the Settlement Administrator informs USDA of that Xxxxxxxx’s claim until 30 calendar days after the Preliminary Accounting Date or until the claim is denied, whichever is earlier.
During such 45-day period, and until the Valuation Date Statement and the Purchase Price are finally determined, employees of Purchaser and its accountants shall be entitled to access to CTI’s and its accountants’ work papers prepared in connection with the preparation of the Preliminary Accounting Statement and shall be entitled to review and discuss such work papers with CTI and its accountants.
Schedule 4.8 contains a complete and accurate list of all Current Trade Receivables as of the Preliminary Accounting Date, which list sets forth the aging and any reserves set for each Current Trade Receivables.