Common use of Pre-Closing Balance Sheet Clause in Contracts

Pre-Closing Balance Sheet. The Company shall deliver to the ------------------------- Company, at least ten (10) days prior to the Closing, a balance sheet of the Company and its Subsidiaries as of the last day of the month preceding the month in which Closing occurs, prepared in accordance with the Company's normal method of preparation of internal financial statements (the "Pre-Closing Balance Sheet"). The Pre-Closing Balance Sheet shall set forth the stockholders equity of the Company and its Subsidiaries as of the date of the Pre-Closing Balance Sheet (the "Pre-Closing Net Worth") and the total current assets minus the total current liabilities as of the date of the Pre-Closing Balance Sheet, as determined in accordance with GAAP, but excluding (i) the then outstanding 5 3/4% demand notes in the current aggregate amount of $1,213,000 and (ii) legal fees, brokerage fees, PSC fees and expenses, ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ fees (if any), the expenses incurred in connection with the transactions contemplated hereby or any tollpool adjustments (the "Pre- Closing Working Capital"). The Company shall promptly notify Parent of any event or circumstance which would materially change the Pre-Closing Net Worth or Pre-Closing Working Capital.

Appears in 2 contracts

Sources: Merger Agreement (MJD Communications Inc), Merger Agreement (MJD Communications Inc)