Estimated Closing Statements definition

Estimated Closing Statements has the meaning set forth in Section 1.05(d).

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Estimated Closing Statements has the meaning specified in Section 2.4(a)(i).

Estimated Closing Statements means the statements to be delivered in accordance with Article 2.4 showing the Estimated Non-Trading Receivables, Estimated Cross-Group Non-Trading Receivables and Recharges Receivable, Estimated Cross-Group Non-Trading Debt, Estimated Perimeter External Debt and Estimated Perimeter Cash;

Examples of Estimated Closing Statements in a sentence

In furtherance of Vista Outdoor’s preparation of the Draft Estimated Closing Statement and the Estimated Closing Statement, Vista Outdoor shall consider in good faith all reasonable comments provided to the Advisory Estimated Closing Statements by Parent at least one (1) Business Day prior to delivery of the Draft Estimated Closing Statement.
The Closing Statements shall be prepared in accordance with IFRS consistently applied as to the Estimated Closing Statements and using the same accounting methods, practices, principles, policies and procedures, with consistent classifications, judgments and valuation and estimation methodologies that were used in the preparation of the Financial Statements and be set forth in a schedule in reasonable detail.
Any required adjustments in prior Estimated Closing Statements will only be made pursuant to Section 2.5(b) below.
In the event the aggregate of the Estimated Working Capital of all of the Joint Ventures as reflected on the Estimated Closing Statements is a positive amount, the Purchase Price at the First Closing shall be increased by such positive amount.
At the Effective Time, Parent shall deposit, or cause the Surviving Corporation to deposit, with the Exchange Agent: (i) the Consideration Shares, in book-entry form with Computershare, the Parent’s transfer agent, and each time as set forth on the Stock Consideration Schedule), (ii) cash in lieu of any fractional shares payable pursuant to Section 3.01(e) to Stock Recipients, and (iii) cash sufficient to make payments with respect to the Cash Payment (as estimated in the Estimated Closing Statements).
Within ninety (90) days following the Closing Date, Buyer shall provide to the Sellers a statement setting forth Buyer’s calculation of each of the items included in the Estimated Purchase Price Adjustment (collectively, the “Purchase Price Adjustment”) , which statement shall be prepared in good faith and shall contain reasonable detail (the “Draft Closing Statement”) or an acceptance statement of the Estimated Closing Statements (the “Buyer Acceptance Statement”).
The Disputing Seller and Buyers shall bear their own expenses in the preparation and review of the Estimated Closing Statements and the Final Closing Statements, except that the fees and expenses of the Auditor shall be paid one-half by Buyers and one-half by the Disputing Seller.
The Mortgage Loan Documents contain an Appraisal of the related Mortgaged Property by a Qualified Appraiser acceptable to ▇▇▇▇▇▇ Mae or ▇▇▇▇▇▇▇ Mac.
The Estimated Closing Statements shall be certified on behalf of FreeChain by [***] of FreeChain, and shall be accompanied by work papers supporting the amounts set forth in the Estimated Closing Statements, together with reasonable supporting evidence of the calculation of such estimates.
In the event the aggregate of the Estimated Working Capital of all of the Joint Ventures as reflected on the Estimated Closing Statements is a negative amount, the Purchase Price at the First Closing shall be decreased by such negative amount.

More Definitions of Estimated Closing Statements

Estimated Closing Statements has the meaning specified in Section 2.4(a)(i). “Estimated Closing TBV” has the meaning specified in Section 2.4(a)(i). “Estimated Closing Unrestricted Cash” has the meaning specified in Section 2.4(a)(i) “Estimated Purchase Price” has the meaning specified in Section 2.4(a)(v). “Existing LFL Agreement” means the Merchant Agreement dated May 26, 2021 (as amended), by and between ▇▇▇▇’▇ Furniture Limited, The Brick Ltd., The Brick Warehouse LP, by its general partner, The Brick GP Ltd., and Opco. “Final Determination” means either a binding written settlement or final non-appealable order, decree or judgment of a court of competent jurisdiction. “Final Purchase Price” has the meaning specified in Section 2.4(b)(i). “Financial Statements” means the Interim Financial Statements and the Audited Financial Statements, of which true, correct and complete copies have been provided to the Purchaser. “Flexiti Securitization Program” means the asset-backed securitization bond program of the Securitization Issuer, pursuant to which the Securitization Issuer may issue and sell bonds to investors from time to time in accordance with the terms of, inter alia, the Securitization Trust Indenture.

Estimated Closing Statements has the meaning attributed to such term in Section 2.4(1).

Estimated Closing Statements has the meaning set out in Section 2.3. "Estimated Closing Working Capital" has the meaning set out in Section 2.3(b). “Estimated Corporation Transaction Expenses” has the meaning set out in Section 2.3(b). “Estimated Purchase Price” has the meaning set out in Section 2.3(d). “Final Compulsory Payment Amount” has the meaning set out in Section 5.12(5)(b). “Final Compulsory Payment Indemnification Event” means a Final Determination having been made regarding a liability requiring payment under Applicable Law or any Order or a written agreement among the applicable Indemnified Parties and Indemnifying Parties as to the indemnification obligations of the Indemnifying Party. “Final Determination” means a determination made by a Governmental Authority (including pursuant to a settlement) where all rights to object to or appeal from the determination (including any right to obtain relief under a competent authority or similar process) have been exhausted or have expired. “Financial Records” means all books of account and other financial Data and information of the Corporation and the Subsidiary, and includes all such records, Data and information stored electronically, digitally or on computer-related media. “Financial Statements” means, collectively, the Annual Financial Statements and the Interim Financial Statements. “Fixed Earnout Amount” means US$6,500,000 less the amount of all claims for indemnification by the Purchaser pursuant to Section 5.2 (but subject to Sections 5.5, 5.6, and 5.7) that have been the subject of a Final Determination, or agreement by the applicable Indemnifying Party. “Fundamental Representations of the Purchaser” means the representations and warranties set forth in Sections 3.3(1) (Incorporation and Corporate Power), 3.3(2) (Authorization by Purchaser), 3.3(3) (Enforceability of Obligations), 3.3(4) (Commissions) and 3.3(5)(b) (No Conflicts; Consents). “Fundamental Representations of the Vendors” means the representations and warranties set forth in Sections 3.1

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