Seller Accounting Principles definition

Seller Accounting Principles means the accounting principles of Seller, which accounting principles were delivered to Purchaser on the date hereof.
Sample 1Sample 2
Seller Accounting Principles shall have the meaning set forth in Section 2.7(a) hereof.
Sample 1Sample 2
Seller Accounting Principles means the accounting principles attached hereto as Exhibit I.
Sample 1

Examples of Seller Accounting Principles in a sentence

  • If there is an inconsistency between Seller Accounting Principles and the Adjusted Net Working Capital Example, the Adjusted Net Working Capital Example shall control.

  • If there is an inconsistency between Seller Accounting Principles and the definitions of Adjusted Aggregate Net Indebtedness, Adjusted Net Working Capital, Seller Outstanding Checks, and Adjustment Liabilities the terms set forth in such definitions shall control.

  • If there is an inconsistency between Seller Accounting Principles and the definitions of Adjusted Aggregate Net Indebtedness, Adjusted Net Working Capital, Adjustment Liabilities, Seller Outstanding Checks and Accrued Bonus Amount, the terms set forth in such definitions shall control.

  • All accounts, notes receivable and other receivables arising out of or relating to the Business as of June 30, 2007 have been included in the Current Balance Sheet, and all accounts, notes receivable and other receivables arising out of or relating to the Business as of the Closing Date are or will be reflected in the books and records of the Business, and are or will be carried in the aggregate at values determined in accordance with the Seller Accounting Principles applied on a consistent basis.

  • The Estimated Adjustment Statement shall be prepared in accordance with Seller Accounting Principles and, with respect to the Adjusted Net Working Capital, the Adjusted Net Working Capital Example.

  • All accounts, notes and other receivables, whether or not accrued, and whether or not billed, of the Seller or any of its Subsidiaries, in accordance with the Seller Accounting Principles arose from sales actually made or services actually performed in the ordinary course of business and represent valid obligations to the Seller or its Subsidiaries, as applicable, arising from their respective businesses.

  • The Closing Date Financial Statements shall be prepared in accordance with Seller Accounting Principles and, with respect to the Adjusted Net Working Capital, the Adjusted Net Working Capital Example.

  • The Financial Statements have been prepared in accordance with GAAP on a basis consistent with the Seller Accounting Principles, consistently applied (except, in the case of the Interim Financial Statements, for normal recurring year-end adjustments and the absence of footnotes) and the books and records of the Acquired Business.

  • The Closing Statement shall be substantially in the form of the Sample Net Working Capital Statement and shall be prepared on a basis consistent with the Seller Accounting Principles and shall otherwise be consistent with the Books and Records of the Business.

  • Annual Accounts shall mean the annual accounts prepared in accordance with Seller Accounting Principles for each of the Transferred Companies as per December 31, 2008 as set out in Schedule B.


More Definitions of Seller Accounting Principles

Seller Accounting Principles has the meaning set forth in Section 1.2. “Seller Fundamental Representations” means the representations and warranties contained in Section 2.1 (Organization and Authority of Covenantors), Section 2.2 (Organization and Authority of the Acquired Companies), Section 2.3 (Capitalization) and Section 2.18 (Brokers). “Seller Related Party” means Seller Representative, each Seller and each of their respective affiliates and their and their respective affiliates’ stockholders, partners, members, officers, directors, employees, controlling persons, agents and representatives. “Seller Special Representations” means the representations and warranties contained in Section 2.14 (Environmental), Section 2.17 (Taxes) and Section 2.30 (Coronavirus Pandemic Matters). “Seller Standard Representations” means all of the representations and warranties contained in Article 2, other than Seller Fundamental Representations and Seller Special Representations. “Seller Indemnified Parties” has the meaning set forth in Section 5.3(a). “Seller Parties” means Sellers and the Covenantors. “Sellers” has the meaning set forth in the Preamble. “Sellers’ Asset Allocation Notice” has the meaning set forth in Section 1.9(a). “Sellers Representative” has the meaning set forth in the Preamble. “Sellers’ Retention Amount” means $975,000; provided when and if the retention amount under the R&W Insurance Policy is reduced in accordance with terms thereof, “Sellers’ Retention Amount” shall be reduced to an amount equal to 50% of the then-effective retention amount (any such reduction, a “Sellers’ Retention Amount Deduction”). “Software” means computer programs, operating systems, applications, firmware and other code, including, without limitation, all source code, object code, application programming interfaces, data files, databases, protocols, specifications, and other documentation thereof. “Straddle Period” means any taxable period that includes (but does not end on) the Closing Date. “Subsidiary” of any specified Person means any other Person of which such first Person owns (either directly or through one or more other Subsidiaries) a majority of the outstanding equity securities or securities carrying a majority of the voting power in the election of the board of directors or other governing body of such Person, and with respect to which entity such first Person is not otherwise prohibited contractually or by other legally binding authority from exercising control. “Survival Date” has the ...
Sample 1

Related to Seller Accounting Principles

  • Agreement Accounting Principles means generally accepted accounting principles as in effect from time to time, applied in a manner consistent with that used in preparing the financial statements referred to in Section 5.4.

  • Agreed Accounting Principles means GAAP; provided, however, that, with respect to any matter as to which there is more than one generally accepted accounting principle, Agreed Accounting Principles means the generally accepted accounting principles consistently applied in the preparation of the Latest Audited Company Balance Sheet; provided, further, that, for purposes of the Agreed Accounting Principles, no known adjustments for items or matters, regardless of the amount thereof, shall be deemed to be immaterial.

  • Accounting Principles means the international financial reporting standards (IFRS) within the meaning of Regulation 1606/2002/EC (or as otherwise adopted or amended from time to time).

  • Applicable Accounting Principles means, with respect to the Borrower, those accounting principles required by the ICA and prescribed by the SEC for the Borrower and, to the extent not so required or prescribed, GAAP.

  • Generally Accepted Accounting Principles or “GAAP” means generally accepted accounting principles in the United States, consistently applied, which are in effect on the date of this Indenture.

  • UK generally accepted accounting principles and practices means the principles and practices prevailing from time to time in the United Kingdom which are generally regarded as permissible or legitimate by the accountancy profession irrespective of the degree of use.

  • U.S. GAAP means United States generally accepted accounting principles consistently applied.

  • GAAP means generally accepted accounting principles in the United States of America.

  • IFRS means International Financial Reporting Standards as issued by the International Accounting Standards Board.

  • International Accounting Standards means the accounting standards approved by the International Accounting Standards Board from time to time.

  • Accounting Statement means for each financial year, the following statements, namely-

  • Applicable Accounting Standards means Generally Accepted Accounting Principles in the United States, International Financial Reporting Standards or such other accounting principles or standards as may apply to the Company’s financial statements under United States federal securities laws from time to time.

  • Fixed GAAP Date means the Issue Date; provided that at any time after the Issue Date, the Company may by written notice to the Trustee elect to change the Fixed GAAP Date to be the date specified in such notice, and upon such notice, the Fixed GAAP Date shall be such date for all periods beginning on and after the date specified in such notice.

  • PRC GAAP means the generally accepted accounting principles in the PRC.

  • Accounting Manual means the latest version of the document titled “Accounting for Parents and Citizens Associations” that is published by the Department of Education as amended from time to time.

  • MacBride Principles means those principles relating to nondiscrimination in employment and freedom of workplace opportunity which require employers doing business in Northern Ireland to:

  • UK GAAP means generally accepted accounting principles in the United Kingdom.

  • Generally accepted auditing standards means Canadian Generally Accepted Auditing Standards as adopted by the Canadian Institute of Chartered Accountants applicable as of the date on which such record is kept or required to be kept in accordance with such standards.

  • Agreed Principles means the terms set out in Part 1 of Schedule 1;

  • Accounting Date means, with respect to any Collection Period the last day of such Collection Period.

  • Accounting Policies means the accounting policies and procedures set out in Part C of Schedule 4 (Accounting Policies);

  • Practice of public accounting means the performance or the offering to perform, by a person holding oneself out to the public as a certified public accountant or a licensed public accountant, one or more kinds of professional services involving the use of accounting, attest, or auditing skills, including the issuance of reports on financial statements, or of one or more kinds of management advisory, financial advisory, or consulting services, or the preparation of tax returns or the furnishing of advice on tax matters. However, with respect to licensed public accountants, the “practice of public accounting” shall not include attest or auditing services or the rendering of an opinion attesting to the reliability of any representation embracing financial information.

  • Accounting Year means the financial year commencing from the first day of April of any calendar year and ending on the thirty-first day of March of the next calendar year;

  • Australian Accounting Standards means the accounting standards made by the Australian Accounting Standards Board in accordance with section 227 of the Australian Securities and Investments Commission Act 2001 (Cth).

  • standards of generally recognised accounting practice means an accounting practice complying with standards applicable to municipalities or municipal entities as determined by the Accounting Standards Board

  • Accounting system means the Contractor's system or systems for accounting methods, procedures, and controls established to gather, record, classify, analyze, summarize, interpret, and present accurate and timely financial data for reporting in compliance with applicable laws, regulations, and management decisions, and may include subsystems for specific areas such as indirect and other direct costs, compensation, billing, labor, and general information technology.