Allocation determination Sample Clauses

Allocation determination. The Municipality agrees to receive no direct allocation under this agreement. The Municipality’s default allocation amount as provided by the OSS will instead be retained by the County for qualifying expenditures of the County and the Municipality as referenced in this Agreement.
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Allocation determination. In the event Unresolved Allocation Changes are submitted to the Firm for resolution as provided herein, the Firm Expenses shall be paid by Purchaser and Seller equally.
Allocation determination. As soon as practicable after the Election Deadline (but in no event later than five business days after the Election Deadline) the Exchange Agent shall determine the allocation of the cash portion and the stock portion of the Merger Consideration in accordance with Section 2.3 above and shall notify Parent of its determined allocation (the "Allocation Determination").
Allocation determination. For purposes of determining the allocation of the Cash Purchase Price, the Stock Purchase Price and the Note Portion, the Estimated Closing Date Closing Amounts as reflected on the Estimated Closing Balance Sheet shall be utilized and the allocation thereof shall not be recomputed for purposes of determining the allocation of the Cash Purchase Price, the Stock Purchase Price and the Note Portion following determination of the Closing Date Closing Amounts in the Final Closing Date Balance Sheet pursuant to Section 2.10. The Adjustments (to the Purchase Price) pursuant to said Section 2.10 shall be applied solely in the manner set forth in this Section 2.11.

Related to Allocation determination

  • Expert Determination If the dispute is not resolved under clause 10.3 or clause 10.5, or the parties otherwise agree that the dispute may be resolved by expert determination, the parties may refer the dispute to an expert, in which event:

  • Indemnification Determinations Indemnification of an Indemnified Person pursuant to Section 8.4 shall be made if (a) the court or body before whom the proceeding is brought determines, in a final decision on the merits, that such Indemnified Person was not liable by reason of Disabling Conduct or (b) in the absence of such a determination, a majority of a quorum of disinterested, non-party Trustees or independent legal counsel in a written opinion make a reasonable determination, based upon a review of the facts, that such Indemnified Person was not liable by reason of Disabling Conduct. In making such a determination, the Board of Trustees of the Trust shall act in conformity with then applicable law and administrative interpretations, and shall afford a Trustee requesting indemnification who is not an “interested person” of the Trust, as defined in Section 2(a)(19) of the 1940 Act, a rebuttable presumption that such Trustee did not engage in disabling conduct while acting in his capacity as a Trustee.

  • Final Determination His/her determination is final unless, within ten (10) days after notification, a recognized employee organization requests in writing to meet and confer thereon.

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