Common use of Closing Calculations Clause in Contracts

Closing Calculations. Not less than three (3) Business Days prior to the anticipated Closing Date, the Company shall deliver to the Purchaser a schedule (the “Estimated Statement”) setting forth its good faith estimates of (i) Cash (“Estimated Cash”), (ii) Indebtedness (“Estimated Indebtedness”), (iii) Transaction Expenses (“Estimated Transaction Expenses”), and (iv) Net Working Capital (the “Estimated Net Working Capital Amount”), together with a schedule calculating in reasonable detail such amounts. From the delivery of the Estimated Statement until the Closing, the Seller and the Company shall (i) give the Purchaser and its advisers reasonable access to their respective books, records and personnel relating to the preparation of the Estimated Statement and calculations of the amounts set forth therein and (ii) reasonably consider any good faith comments from the Purchaser relating to any such amounts.