Seller Closing Statement definition

Seller Closing Statement shall have the meaning assigned thereto in Section 6.2(a)(xxxv).

Seller Closing Statement has the meaning set forth in Section 1.05(a).

Seller Closing Statement means a statement setting forth the calculation of the Current Assets and Current Liabilities of the Business as of the Closing Date.

Examples of Seller Closing Statement in a sentence

• Escrow Agent shall prepare the Buyer Closing Statement and the Seller Closing Statement of the prorations and adjustments required by this Agreement and submit the same to Buyer and Sellers, respectively, for review and approval at least four (4) Business Days prior to the Closing Date.

• The Estimated Seller Closing Statement shall be prepared in good faith and in accordance with the accounting principles, practices and methodologies used in the Financial Statements (the “Applicable Accounting Principles”) and using the line items set forth on Schedule 2.3(a)(I) and (II) of the Seller Disclosure Letter.

• A closing settlement statement executed by Seller ("Closing Statement").

• Seller shall in good faith consider the objections, if any, of Purchaser to the Estimated Seller Closing Statement and, if Purchaser has made any objections, will re-issue an Estimated Seller Closing Statement containing the Estimated Closing Discharged Indebtedness no later than two Business Days prior to the Closing Date with any such revisions that Seller has determined in good faith are appropriate.

• The Seller Closing Statement, and the components thereof, shall be prepared in accordance with the Accounting Principles and the terms of this Agreement.

• Seller shall reasonably cooperate with Buyer in good faith to resolve any dispute Buyer asserts prior to the Closing Date regarding the amounts set forth on the Seller Closing Statement, it being understood that Buyer will have the opportunity to evaluate such amounts following the Closing as set forth in Section 1.06(b) and that the Closing shall not be delayed by reason of any dispute regarding the Seller Closing Statement.

• Purchaser shall have the right to object to the amounts contained in the Estimated Seller Closing Statement within two Business Days after the delivery of the Estimated Seller Closing Statement to Purchaser.

• The Seller Parties shall, and shall cause the Company Group to, make their financial records, accounting personnel and advisors who participated in the preparation of the Seller Closing Statement available to Purchaser, its accountants and other representatives at reasonable times during the review by Purchaser of the Seller Closing Statement.

More Definitions of Seller Closing Statement

Seller Closing Statement has the meaning set forth in Section 2.3(b).

Seller Closing Statement is as defined in Section 11.1.6.