AOC Notice of Completion; Notice of Disagreement Sample Clauses

AOC Notice of Completion; Notice of Disagreement. After completing all investigations and corrective measures required under Section 8.18(b)(i) with respect to each of the AOCs, Seller shall prepare and deliver to Buyer a written notice (the "Environmental Remediation Notice") describing all investigations and the corrective measures undertaken pursuant to Section 8.18(b)(i) (the "Environmental Remediation Efforts") and advising Buyer that Seller has fully satisfied its obligations under Section 8.18(b)(i) with respect <PAGE> 47 to such AOC. If after receiving such notice, Buyer believes that Seller has not fully satisfied such obligations under Section 18.8(b)(i), Buyer shall notify Seller in writing of such belief within forty-five (45) days after delivery of the Environmental Remediation Notice, which notice shall describe the nature of its disagreement with Seller in reasonable detail and identify all deficiencies in the Environmental Remediation Efforts undertaken with respect to such AOC. After the end of such forty-five (45) day period, Buyer may not introduce additional disagreements with the Environmental Remediation Efforts undertaken with respect to such AOC; and any aspect of such Environmental Remediation Efforts not identified by Buyer in its notice to Seller shall be deemed to have been satisfactorily completed by Seller; and Seller shall have no further obligations under Section 8.18(b)(i) with respect thereto. During the forty-five (45) day period of its review, Buyer shall have reasonable access to any documents, schedules or workpapers used or produced in the Environmental Remediation Efforts.
Sample 1
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Related to AOC Notice of Completion; Notice of Disagreement

  • Notice of Completion Promptly after the completion of the distribution of the Securities by the Underwriters, the Representatives shall deliver to the Company a notice in writing confirming the completion of the distribution (the “Notice of Completion”).

  • Notice of Dispute Seller must immediately notify Prestige of any disputes between any account debtor and Seller.

  • Dispute Notice Each COD Model (and the Initial COD Purchase Price Adjustment reflected therein) will be final, conclusive and binding on the Parties and Seller Parent unless the Seller reasonably determines in good faith that the Buyer failed to calculate the Initial COD Purchase Price Adjustment in accordance with this Agreement and provides a Dispute Notice to the Buyer no later than the twentieth (20th) Business Day after the payment of the applicable Initial COD Purchase Price Adjustment (for clarity, the right to deliver a Dispute Notice shall not arise until the payment of the applicable Initial COD Purchase Price Adjustment has occurred); provided that, during such period, the Buyer will afford the Seller and its Representatives reasonable access to the work papers and other books and records of the applicable Group Companies and any accountants, experts, consultants or financial advisers retained by such Group Companies for purposes of assisting the Seller and its Representatives in its review of the such COD Model, in each case, with such access to be in accordance with applicable confidentiality obligations of Buyer or the Group Companies and effected in a manner designed to not unreasonably interfere with the normal business operations of the Buyer and the Group Companies; provided further that such twenty (20) Business Day period will be automatically extended by the lesser of (x) the number of days between receipt of the request for such reasonably access and the date such access is provided and (y) ten (10) Business Days. Any Dispute Notice must set forth in reasonable detail (A) any item on such COD Model that the Seller reasonably believes in good faith has not been prepared in accordance with this Agreement and its calculation of the correct amount of such item, (B) the Seller’s resulting calculation of the COD Purchase Price Adjustment for such Project, in each case of clauses (A) and (B), together with reasonable supporting information, including the work papers and other books and records of the Seller and its Affiliates and any accountants, experts, consultants or financial advisers retained by the Seller or its Affiliates for purposes preparing such alternative calculations, and (C) the amount by which, based on such calculation and with respect to the Initial COD Purchase Price Adjustment, (1) the Buyer underpaid or (2) the Seller Parties overpaid. Any item or amount to which no dispute is raised in the Dispute Notice will be final, conclusive and binding on the Parties and Seller Parent upon delivery to the Buyer of the Dispute Notice, or such later date as determined in accordance with this Section 2.07(b) if the Buyer does not provide reasonable access as required pursuant to this Section 2.07(b).

  • Termination Notice Except in the event of Executive's death, a termination under this Agreement shall be effected by means of a Termination Notice.

  • Selection Notice A Selection Notice to be effective must be:

  • Termination Notice and Procedure Any Covered Termination by the Company or the Executive (other than a termination of the Executive’s employment that is a Covered Termination by virtue of Section 2(b)) shall be communicated by a written notice of termination (“Notice of Termination”) to the Executive, if such Notice is given by the Company, and to the Company, if such Notice is given by the Executive, all in accordance with the following procedures and those set forth in Section 24:

  • Notice of Disputes Written notice of a Dispute must be sent to the Manager or Member by the aggrieved party as described in the notice requirements of Article 15.1 below.

  • Notice of Complaints Each Purchaser shall promptly notify the applicable Seller upon becoming aware of any complaint concerning any Serviced Appointment made by any party to the Serviced Corporate Trust Contract, any Securityholder, any Credit Enhancement Provider or any rating agency.

  • Delivery Notice Notice of the Aircraft's Delivery Date, given by the Lessee as provided in Section 3.01 of the Participation Agreement and including any notice with respect to a postponed Delivery Date given by the Lessee pursuant to Section 3.05(c) of the Participation Agreement.

  • Notice of Events As soon as Guarantor obtains knowledge thereof, Guarantor shall give Guarantied Party written notice of any condition or event which has resulted in (a) a material adverse change in the financial condition of Guarantor or Company or (b) any Event of Default or Potential Event of Default.

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