Preliminary Closing Date Balance Sheet definition
Examples of Preliminary Closing Date Balance Sheet in a sentence
In the event the Seller Parties object to the Preliminary Closing Date Balance Sheet, the Preliminary Purchase Price or the Preliminary Closing Date Working Capital Calculation, the Seller Parties shall give a written notice to the Buyer specifying their objections in reasonable detail and the basis therefor, prior to expiration of the Review Period (“Objection Notice”).
In the event the Seller Parties object to the Preliminary Closing Date Balance Sheet, the Preliminary EBITDA Value, the Preliminary Purchase Price or the Preliminary Closing Date Working Capital Calculation, the Seller Parties shall give a written notice to the Buyer specifying their objections in reasonable detail and the basis therefor, prior to expiration of the Review Period (“Objection Notice”).
The Preliminary Closing Date Balance Sheet, together with the Adjusted Purchase Price calculation contained therein, after giving effect to any Agreed Adjustments and to the resolution of disputed matters by the Accounting Firm, shall be final and binding as the “Closing Date Balance Sheet” and the “Adjusted Purchase Price”, respectively, for purposes of this Agreement, but shall not limit the representations, warranties, covenants and agreements of the parties set forth elsewhere in this Agreement.
If Seller does not so object within such thirty (30) day period, the Preliminary Closing Date Balance Sheet and Buyer’s calculation of the Adjusted Purchase Price shall be final and binding as the “Closing Date Balance Sheet” and the “Adjusted Purchase Price”, respectively, for purposes of this Agreement, but shall not limit the representations, warranties, covenants and agreements of the parties set forth elsewhere in this Agreement.
The results of this activity will be reflected on the Preliminary Closing Date Balance Sheet.