Common use of Closing Statement and Closing Payment Clause in Contracts

Closing Statement and Closing Payment. (a) Not later than five (5) Business Days prior to the Closing Date, Seller shall deliver to Purchaser a statement substantially in the form of Exhibit 3.3 (the “Closing Statement”) showing the calculation of the Purchase Price as of the most recent available month end prior to the Closing Date. (b) At the Closing, Seller shall pay to Purchaser an amount equal to the Net Book Value of the Assumed Liabilities (including Accrued Interest and Fees thereon) as of the most recent date reasonably available, but in no event as of a date earlier than the date of the most recent available month end, less the Purchase Price (as calculated pursuant to Section 3.3(a) (such amount, the “Closing Payment”)). (c) In connection with delivery of the Closing Statement, Seller shall deliver to Purchaser updated versions of the following schedules, so that they are presented as of the most recent available month end prior to the Closing Date: Assumed Contracts Schedule, Assumed Deposits Schedule, Security Deposits Schedule and Purchased Loans Schedule. The schedules referred to in this Section 3.3(c) will be prepared by Seller using the same methodologies, criteria and practices used by Seller to prepare the Schedules delivered in connection with this Agreement.

Appears in 2 contracts

Sources: Purchase and Assumption Agreement (Flagstar Bancorp Inc), Purchase and Assumption Agreement (Flagstar Bancorp Inc)

Closing Statement and Closing Payment. (a) Not later than five (5) Business Days prior to the Closing Date, Seller shall deliver to Purchaser a statement substantially in the form of Exhibit 3.3 3.2 (the “Closing Statement”) showing the calculation of the Purchase Price as of the most recent available month end prior to the Closing DateMost Recent Month End. (b) At the Closing, Seller shall pay to Purchaser an amount equal to the Net Book Value of the Assumed Liabilities (including Accrued Interest and Fees thereonFees) as of the most recent date reasonably available, but in no event as of a date earlier than the date of the most recent available month endMost Recent Month End, less the Purchase Price (as calculated pursuant to Section 3.3(a3.1 above and reflected in the Closing Statement referenced in Section 3.2(a) (such amount, the “Closing Payment”)). (c) In connection with delivery of the Closing Statement, Seller shall deliver to Purchaser updated versions of the following schedules, so that they are presented as of the most recent available month end Most Recent Month End prior to the Closing Date: Assumed Contracts Schedule, Assumed Deposits Schedule, Security Deposits Purchased Loans Schedule and Purchased Loans Net Book Values Schedule. The schedules referred to in this Section 3.3(c3.2(c) will be prepared by Seller using the same methodologies, criteria and practices used by Seller to prepare the Schedules delivered in connection with this Agreement.

Appears in 1 contract

Sources: Purchase and Assumption Agreement (Pacwest Bancorp)