Valuation Date Statement definition

Valuation Date Statement means a statement, substantially in the form of EXHIBIT B attached hereto and incorporated herein, which contains a good faith computation of the Purchase Price (based, in the case of the Accounts, on a computer printout relating to the Accounts, and including estimated Accrued Interest), excluding the Post Closing Payments described in SECTION 3.7, as of the Valuation Date.
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Valuation Date Statement has the meaning specified in Section 3.3(b).
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Valuation Date Statement means a statement, substantially in the form of Exhibit C attached hereto, which contains Seller's computation of the Purchase Price in accordance with Section 2.3, but determined as of the Valuation Date.
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Examples of Valuation Date Statement in a sentence

  • The Servicer shall deliver to the Agent (a) on or as soon as practicable after the Closing Date, the Valuation Date Statement (as defined in the Sale and Purchase Agreement) and (b) when delivered pursuant to the Sale and Purchase Agreement, copies of all other reports relating to the valuation of the Accounts or Receivables on the Closing Date.

  • Any Account identified through this match that was not included in the Valuation Date Statement shall be included as an adjustment in the Settlement Date Statement.

  • Notwithstanding the foregoing, the Valuation Date Statement shall not include any interest-bearing debt, any capitalized lease on the books of Sellers or any operating lease of production equipment providing for annual lease payments in excess of $100,000.

  • In the event that the Subsequent Valuation Date Statement deviates from the Preliminary Valuation Date Statement by more than five percent, then the Parties shall attempt in good faith to resolve any such deviation.

  • Quixote and DMI warrant that the Certified Valuation Date Statement will accurately reflect the amount, if any, of all vacation, sick leave, commissions, bonuses or other remuneration accrued and unpaid as of September 30, 1996, or which will thereafter accrue, for all periods ending on or prior to September 30, 1996 with respect to the Business.

  • Within 30 days following the Valuation Date, Buyer will prepare and deliver to Seller for its review and approval a statement (the "Valuation Date Statement") setting forth the Final Purchase Price taking into account the Net RMR with respect to the Acquired Accounts and providing reasonable detail with respect to the various components thereof.

  • The Post-Closing Pilgrim Valuation Date Statement shall be final and binding upon both Seller and Purchaser (including for purposes of determining the Pilgrim Hypothetical Fund Value for purposes of determining the ) 40 and not subject to contest to the extent the content relies upon and is aligned with the information disclosed in the Post-Closing Pilgrim Valuation Report.

  • The Post-Closing Pilgrim Valuation Date Statement shall be derived from and be consistent with the information in the Post-Closing Pilgrim Valuation Report.

  • Within five business days after the receipt of such documents and information, Parent or KPMG may deliver to Quixote a certificate setting forth its objections to the Certified Valuation Date Statement, together with a summary of the reasons therefor and the calculations which, in its opinion, are necessary to eliminate such objections.

  • All liabilities reflected in the Valuation Date Statement and, if outstanding, (i) all interest-bearing debt and capitalized leases on the books of Sellers reflected in the balance sheet included in the Financial Statements (including any interest on such interest-bearing debt) and (ii) operating leases of production equipment providing for annual lease payments in excess of $100,000.


More Definitions of Valuation Date Statement

Valuation Date Statement means Schedule 3.1, which is intended to set forth the net assets of the Business as at September 30, 1996, and which, as set forth in Section 3.3(a), is to be audited as at such date by Coopers & Xxxxxxx. As specified in Section 3.3(a), in connection with such audit, Coopers & Xxxxxxx shall determine that Schedule 3.1 properly reflects the net book value of the assets of DMI as set forth on the audited balance sheet of DMI as at September 30, 1996 in accordance with Agreed Accounting Principles, adjusted for the following: (i) the exclusion of the Excluded Assets to the extent these assets would otherwise be included in the net book value of DMI; (ii) the inclusion of the book value of Quixote's investment in Prospectus Plus, Inc. (25,000 shares of Series A Preferred Stock, with an option to purchase 31,250 additional shares), Myriad Entertainment, Inc. (1,000 shares) and Emerald Multimedia, Inc. (250,000 shares of Series A Preferred Stock) (iii) the exclusion of: (A) all intercompany loans and payables; (B) all long-term indebtedness (including the option/obligation to repurchase the Agency Parcel under the Disposition and Development Agreement dated August 30, 1994 among DMI, the Anaheim Redevelopment Agency and the City of Anaheim, but excluding the Rand XxXxxxx Media Services, Inc. advance); (C) any assets or liabilities related to Taxes (including income, franchise, sales and current and deferred Taxes), other than those liabilities in respect of Taxes specifically reserved for in Schedule 3.1; (D) royalty payments and reserves for the legal defense reserve account; and (E) accrued legal expenses, roof repairs related to the Huntsville Owned Real Property and additional Huntsville IDB option). "WARN" means the Worker Adjustment and Retraining Notification Act, 29 U.S.C. SectionSection 2101 ET SEQ. "WELFARE PLANS" has the meaning specified in Section 5.18(a). ARTICLE II
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Valuation Date Statement means a statement, substantially in the form of Exhibit D attached hereto and incorporated herein.
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Valuation Date Statement has the meaning specified in ------------------------ Section 3.2(a). --------------
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Related to Valuation Date Statement

  • Payment Date Statement means a report prepared by the Administrator setting forth certain information relating to the Reference Pool, the Notes, the Reference Tranches and the hypothetical structure described in the Offering Memorandum, which will be in such form as is required under the Offering Memorandum and otherwise as agreed upon between the Administrator and the Indenture Trustee.

  • Distribution Date Statement As defined in Section 4.02(a).

  • Closing Date Statement has the meaning set forth in Section 2.06(b).

  • Monthly Report Determination Date The meaning specified in Section 10.7(a).

  • Valuation Report means the valuation report or reports for mortgage purposes, in the form of the pro-forma contained in the Standard Documentation, obtained by the Seller from a Valuer in respect of each Mortgaged Property or a valuation report in respect of a valuation made using a methodology which would be acceptable to a reasonable prudent mortgage lender;

  • Claim Determination Period means a calendar year. However, it does not include any part of a year during which a person has no coverage under This Plan, or any part of a year before the date this COB provision or a similar provision takes effect.

  • Index Determination Date means, in relation to any Index, a date on which such Indexfalls to be determined in accordance with the Conditions;

  • Monthly Statement The statement delivered to the Certificateholders pursuant to Section 4.06.

  • Final Determination Date means the following:

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).

  • Reconciliation Date means the last calendar day of each Reconciliation Period.

  • Distribution Determination Date means, in respect of any Distribution Period, that number of business days prior thereto as is set out in the applicable Pricing Supplement or on the face of the relevant Perpetual Security;

  • SOFR Determination Date has the meaning specified in the definition of “Daily Simple SOFR”.

  • Redetermination Date means, with respect to any Scheduled Redetermination or any Interim Redetermination, the date that the redetermined Borrowing Base related thereto becomes effective pursuant to Section 2.07(d).

  • Valuation Date means the date of receipt by the General Partner of a Notice of Redemption or, if such date is not a Business Day, the first Business Day thereafter.

  • Final Recovery Determination With respect to any defaulted Mortgage Loan or any REO Property (other than a Mortgage Loan or REO Property purchased by the Responsible Party as contemplated by this Agreement), a determination made by the Servicer that all Insurance Proceeds, Condemnation Proceeds, Liquidation Proceeds and other payments or recoveries which the Servicer, in its reasonable good faith judgment, expects to be finally recoverable in respect thereof have been so recovered. The Servicer shall maintain records, prepared by a Servicing Officer, of each Final Recovery Determination made thereby.

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  • Adjustment Statement has the meaning set forth in Section 2.6(a).

  • Reset Determination Date means, in respect of the First Reset Period, the second Business Day prior to the First Reset Date and, in respect of each Subsequent Reset Period thereafter, the second Business Day prior to the first day of each such Subsequent Reset Period;

  • Determination Date With respect to any Distribution Date, the 15th day of the calendar month in which such Distribution Date occurs or, if such 15th day is not a Business Day, the Business Day immediately preceding such 15th day.

  • Reconciliation Report refers to the Reconciliation Report as referenced in s. 3 of Reg 264/07 under LHSIA.

  • Earn-Out Statement has the meaning set forth in Section 2.5(c).

  • Payment Determination Date means, with respect to any Payment Date, one (1) Business Day immediately preceding such Payment Date.