Preliminary Closing Date Balance Sheet definition

Preliminary Closing Date Balance Sheet has the meaning specified in Section 2.7(a)(i).

Preliminary Closing Date Balance Sheet has the meaning specified in Section 3.3(c).

Preliminary Closing Date Balance Sheet has the meaning specified in Section 2.4(a)(i).

Examples of Preliminary Closing Date Balance Sheet in a sentence

• In the event the Seller Parties object to the Preliminary Closing Date Balance Sheet, the Preliminary Purchase Price or the Preliminary Closing Date Working Capital Calculation, the Seller Parties shall give a written notice to the Buyer specifying their objections in reasonable detail and the basis therefor, prior to expiration of the Review Period (“Objection Notice”).

• Purchaser and Seller further agree that a deferred tax asset shall also be reflected on the Preliminary Closing Date Balance Sheet and the Final Closing Date Balance Sheet in an amount equal to the 2007 Bonus Plan Accrual multiplied by twenty-four and two tenths of a percent (24.2%).

• In the event the Seller Parties object to the Preliminary Closing Date Balance Sheet, the Preliminary EBITDA Value, the Preliminary Purchase Price or the Preliminary Closing Date Working Capital Calculation, the Seller Parties shall give a written notice to the Buyer specifying their objections in reasonable detail and the basis therefor, prior to expiration of the Review Period (“Objection Notice”).

• All adjustments proposed by Purchaser shall be set out in a written statement delivered to Seller (the “Adjustment Statement”) and shall be incorporated into the Preliminary Closing Date Balance Sheet, except for such proposed adjustments to which Seller objects within 15 days of delivery thereof to Seller.

• If Seller does not so object within such thirty (30) day period, the Preliminary Closing Date Balance Sheet and Buyer’s calculation of the Adjusted Purchase Price shall be final and binding as the “Closing Date Balance Sheet” and the “Adjusted Purchase Price”, 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.

More Definitions of Preliminary Closing Date Balance Sheet

Preliminary Closing Date Balance Sheet means the pro forma consolidated balance sheet for the Fastener Business as of the Effective Time prepared in accordance with Section 2.7.

Preliminary Closing Date Balance Sheet has the meaning specified in -------------------------------------- Section 3.3(a). --------------

Preliminary Closing Date Balance Sheet has the meaning specified in SECTION 2.9.

Preliminary Closing Date Balance Sheet has the meaning specified in SECTION 3.3(b).

Preliminary Closing Date Balance Sheet means an estimated consolidated balance sheet of Barnebey, Waterlink UK and the Subsidiaries as of the Closing Date.

Preliminary Closing Date Balance Sheet means the combined balance sheet of the Acquired Companies as of the last calendar day of the month that is three (3) months immediately prior to the month in which the Closing Date falls, prepared by Sellers using the accounting principles, procedures, policies and methods consistent with those used in preparing the SAP Balance Sheets, and with respect to the Non-Insurance Companies, the GAAP Balance Sheets.

Preliminary Closing Date Balance Sheet means the draft unaudited balance sheet of the Company as of the time immediately prior to the Effective Date prepared by the Company in accordance with GAAP, subject to the adjustments and exceptions set forth on Schedule 2.5, and reasonably acceptable to the Chief Financial Officer of Parent.