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Within 90 days after the Closing Date, Sinclair will prepare and deliver to Emmis a written statement (the “Preliminary Closing Statement”) setting forth Sinclair’s good-faith determination of # the amount of Net Working Capital, # the Final Consideration, and # the Excess Amount or the Shortfall Amount, as applicable, which statement will include materials that show, in reasonable detail, Sinclair’s support and computations for the amounts included in the Preliminary Closing Statement. The Preliminary Closing Statement will be binding upon the Parties and such Preliminary Closing Statement will be the “Final Closing Statement,” unless Emmis gives written notice of its disagreement to Sinclair in accordance with [Section 8.6(b)].

Within 90 days afterClosing Statement. Not less than three (3) Business Days prior to the anticipated Closing Date, SinclairEmmis will prepare and deliver to EmmisSinclair a written statement (the “Preliminary“Estimated Closing Statement”) setting forth Sinclair’s# Emmis’ good-faith determinationestimate of # the amount of Net Working Capital, # the Final Consideration,Capital (the “Estimated Net Working Capital ”), and # the Excess Amount or the Shortfall Amount, as applicable, which statement will include materials that show, in reasonable detail, Sinclair’s support and computations for the amounts included in the PreliminaryEstimated Closing Statement. The Preliminary Closing Statement will be binding upon the Parties and such Preliminary Closing Statement will be the “Final Closing Statement,” unless Emmis gives written notice of its disagreement to Sinclair in accordance with [Section 8.6(b)]. Consideration.

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