Closing Date Balance Sheets definition
Closing Date Balance Sheets are defined in Section 3.1.
Closing Date Balance Sheets has the meaning set forth in SECTION 2.03(A).
Closing Date Balance Sheets has the meaning set forth in Section 7.16.
Examples of Closing Date Balance Sheets in a sentence
The Closing Date Balance Sheets and the Closing Date Statement as so prepared by the Neutral Auditor shall be conclusive and binding on the Parties in accordance with section 319 para.
As promptly as practicable, but in no event later than sixty (60) Business Days after receipt by the Seller of the Closing Date Balance Sheets and the Closing Date Statement (“Review Period”), the Seller shall inform the Purchaser in writing if it takes the view that the Closing Date Balance Sheets and/or the Closing Date Statement does not comply with the requirements as stipulated in this Agreement (“Notice of Objection”).
More Definitions of Closing Date Balance Sheets
Closing Date Balance Sheets as defined in Section 2.7(b).
Closing Date Balance Sheets means, collectively, (i) a consolidated balance sheet of the Companies and (ii) a balance sheet of each of the Clinic Subsidiaries, in each case, prepared in accordance with GAAP, and substantially in the form of, and on a basis consistent with and utilizing the same principles, practices, methodologies and policies as those used in preparing the December 31, 2009 consolidated audited balance sheet of the Companies and each of the Clinic Subsidiaries which principles, practices, methodologies and policies are set forth on Annex I; provided, that the Closing Date Balance Sheets shall not include any changes in assets or liabilities as a result of the purchase accounting adjustments or other changes arising from or resulting as a consequence of the transactions contemplated hereby. For purposes of the Closing Date Balance Sheets, all current liabilities (including accounts payable) and current assets (including accounts receivable) of the Company Entities shall be determined as of 11:59 p.m. New York City time on the Closing Date.
Closing Date Balance Sheets means the separate balance sheets prepared in respect of Sonoran in accordance with past practices consistently applied reflecting the respective assets and liabilities of Sonoran as of the Closing Date and reflecting the best estimate, in the opinion of Seller, acting reasonably, for those current assets and liabilities of Sonoran that are not capable of actual determination as of the Closing Date.
Closing Date Balance Sheets and “Closing Date Income Statements” shall mean the Closing Date Financial Statements, Closing Date Balance Sheets and Closing Date Income Statements as modified by agreement of the parties, whether or not with the assistance of the Buyer’s Accountants or the Shareholders’ Accountants or by the determinations of the Accounting Firm.
Closing Date Balance Sheets means the estimated balance sheets of the Company and each of its Subsidiaries delivered to Parent at least three (3) Business Days prior to the Closing Date and certified as true and correct by the Company’s Chief Financial Officer as of the Closing Date, that have been prepared in a form acceptable to Parent (which Closing Date Balance Sheets shall include without limitation all Estimated Third Party Expenses that have been accrued but that have not been paid prior to the Effective Time and any other payments triggered or accelerated by or contingent upon the Closing or the Merger) and prepared on a basis consistent with the Financials and that fairly present an estimate by the Company in good faith based on reasonable assumptions of the balance sheets of the Company and each of its Subsidiaries as of the Closing Date, after giving effect to the Closing.
Closing Date Balance Sheets means, collectively, the Closing Date Reference Balance Sheet and the Closing Date Transfer Balance Sheet.
Closing Date Balance Sheets has the meaning set forth in Section 1.5(c)(i).