Statement of Purchased Net Assets definition

Statement of Purchased Net Assets shall have the meaning set forth in Section 4.16.

Examples of Statement of Purchased Net Assets in a sentence

  • Purchaser shall cooperate with Seller in the preparation of the Final Closing Statement of Purchased Net Assets and the calculation of the Excess Amount or the Deficiency Amount, if any, as the case may be.

  • Schedule 4.5 contains a statement setting forth the Purchased Assets and the Assumed Liabilities as of July 31, 2000 (the "Statement of Purchased Net Assets"), and a statement of operating revenues and expenses of the Business for the nine months ended July 31, 2000 (the "Statement of Operating Revenues and Expenses" and, together with the Statement of Purchased Net Assets, the "Business Financial Statements").

  • Without limiting the generality of the foregoing, Purchaser shall provide 13 9 Seller and its representatives with reasonable access, during normal business hours, to the facilities, personnel and accounting records of the Business acquired by Purchaser or its Designee, to the extent reasonably necessary to permit Seller to prepare the Final Closing Statement of Purchased Net Assets and the calculation of the Excess Amount or Deficiency Amount, if any, as the case may be.

  • If Purchaser believes that the Final Closing Statement of Purchased Net Assets was not calculated in accordance with the accounting principles and procedures set forth in Schedule 3.3 or the Excess Amount or Deficiency Amount, if any, as the case may be, was not prepared in accordance with Section 3.3(a), Purchaser shall deliver to Seller, prior to the expiration of the Review Period, a proposed adjustment notice ("Proposed Adjustment Notice").

  • Notwithstanding anything to the contrary set forth in the Purchase Agreement, the Final Closing Statement of Purchased Net Assets shall be prepared as of 11:59 p.m. on July 31, 2001, and in furtherance of the foregoing, all references in Section 3.3 of the Purchase Agreement to "as of the close of business on the Closing Date" are hereby deemed to be amended and restated to refer to "as of 11:59 p.m. on July 31, 2001".

  • If Purchaser does not deliver a Proposed Adjustment Notice to Seller prior to the expiration of the Review Period, the Final Closing Statement of Purchased Net Assets and the Excess Amount or Deficiency Amount, if any, as the case may be, shall become final, binding and conclusive on both Purchaser and Seller.

Related to Statement of Purchased Net Assets

  • Target Assets means the types of assets invested in by the Company, subject to, and including any changes in, the Investment Guidelines.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Preliminary Closing Balance Sheet has the meaning set forth in Section 2.2(b) below.

  • Estimated Closing Date Net Working Capital has the meaning set forth in Section 2.3(a)(i).

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).

  • Closing Balance Sheet has the meaning set forth in Section 2.4(a).

  • Closing Date Balance Sheet has the meaning specified in Section 2.7.

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Closing Date Net Working Capital shall have the meaning set forth in Section 2.03(c).

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Acquisition Price means INR (Rupees only) [Insert the value of the Acquisition Price, both in figures and in words respectively], which is the aggregate consideration payable by the Selected Bidder towards purchase of the Sale Shares at par along with assets and liabilities of the Company as on the Closing Date subject to adjustment as per the audited accounts of the Company as on the Closing Date;

  • Target Net Working Capital means $0.

  • Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Estimated Closing Statement has the meaning set forth in Section 2.4(a).

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

  • Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • Final Balance Sheet has the meaning set forth in Section 2.4(e).