Common use of Preliminary Information Clause in Contracts

Preliminary Information. (a) Parent, on behalf of Sellers, shall deliver to Purchaser (i) at least two (2) Business Days prior to the Closing Date, (A) instructions designating the account or accounts to which the Cash Consideration shall be deposited by federal funds wire transfer on the Closing Date and (B) the Estimated Closing Date Balance Sheet and a certificate duly executed by an appropriate executive officer of Parent setting forth the calculation of the Estimated Total Equity, and (ii) on the Business Day prior to the Closing Date, the (x) amount of Stock Consideration to be issued in the form of Purchaser Convertible Preferred Stock (if any), (y) name(s) of one or more Sellers or Affiliates thereof to whom the Stock Consideration shall be issued and in whose name(s) the issuance of the Stock Consideration shall be registered on Purchaser's transfer books by Purchaser's transfer agent and (z) amount(s) and form of shares comprising the Stock Consideration to be issued to each such Seller or Affiliate thereof. (b) Purchaser shall notify Parent of the Nominal Stock Consideration Amount three (3) days prior to the Closing Date. Purchaser shall keep Parent reasonably informed with respect to the status of its financing and other activities relating to its determination of the Nominal Stock Consideration Amount.