Confirmation of Disk Sample Clauses

Confirmation of Disk. Drive Final Net Worth 16
Sample 1
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Confirmation of Disk. Drive Final Net Worth ------------------------------------------ (a) If ST Chatsworth notifies MCUS in writing of its disagreement with the Preliminary Closing Date Balance Sheet within 21 days after receipt thereof, specifying the nature of each disagreement and the basis therefor (the "ST Disapproval Notice"), then ST Chatsworth --------------------- and MCUS shall attempt to resolve their differences with respect thereto within fourteen (14) days after MCUS's receipt of the ST Disapproval Notice, in which case, the Preliminary Closing Date Balance Sheet, as amended to the extent necessary to reflect resolution of all such disagreements, shall be the Closing Date Balance Sheet (as hereinafter defined) and shall be conclusive and binding on ST and MC. (b) Any disputes not resolved by ST Chatsworth and MCUS within such 14 day period regarding the Preliminary Closing Date Balance Sheet shall be submitted by the parties promptly after the expiration of the applicable 14-day period to an internationally recognized accounting firm mutually acceptable to both parties, which firm shall not have had a material relationship with either ST Chatsworth or MCUS or any of their respective affiliates within the two years preceding the selection (the "Independent CPA"). Within thirty (30) --------------- days after its acceptance of its appointment as Independent CPA, the Independent CPA shall determine, based solely on presentations by ST Chatsworth and MCUS, and not by independent review, those items in dispute and shall render a written report as to the resolution of each dispute and the resulting calculation of the Closing Date Balance Sheet and the Disk Drive Final Net Worth. Materiality shall not be a basis for rejection of a disputed item in the calculation of the Disk Drive Final Net Worth. In resolving any disputed item, the Independent CPA may not assign a value to such item greater than the greatest value for such item claimed by either party or less than the smallest value for such item claimed by either party. The Independent CPA shall have exclusive jurisdiction over (and resort to the Independent CPA as provided in this Section 3.3) shall be the sole recourse and remedy of the parties against one another or any other person with respect to) any disputes (without prejudice to the parties' rights to claim a breach of any representation or warranty or to indemnification under Section 11 hereof) arising out of or relating to the Preliminary Closing Date Balanc...
Sample 1

Related to Confirmation of Disk

  • Notification of disclosure Each of the Finance Parties agrees (to the extent permitted by law and regulation) to inform the Borrower: (a) of the circumstances of any disclosure of Confidential Information made pursuant to paragraph (b)(v) of Clause 37.2 (Disclosure of Confidential Information) except where such disclosure is made to any of the persons referred to in that paragraph during the ordinary course of its supervisory or regulatory function; and (b) upon becoming aware that Confidential Information has been disclosed in breach of this Clause 37.

  • Confirmation of Agreement Except as amended hereby, the Custody Agreement is in full force and effect and as so amended is hereby ratified, approved and confirmed by the Customer and the Bank in all respects.

  • Documentation of Disclosures Business Associate agrees to document disclosures of PHI and information related to such disclosures as would be required for a Covered Entity to respond to a request by an individual for an accounting of disclosures of PHI in accordance with 45 C.F.R. 164.528 and HITECH.

  • Confirmation of Sale The Investor acknowledges and agrees that such Investor’s receipt of the Company’s counterpart to this Agreement, together with the Prospectus Supplement (or the filing by the Company of an electronic version thereof with the Commission), shall constitute written confirmation of the Company’s sale of Shares to such Investor.

  • Notification of Disposition If this Option is designated as an Incentive Stock Option, Participant shall give prompt written notice to the Company of any disposition or other transfer of any Shares acquired under this Agreement if such disposition or transfer is made (a) within two (2) years from the Grant Date or (b) within one (1) year after the transfer of such Shares to Participant. Such notice shall specify the date of such disposition or other transfer and the amount realized, in cash, other property, assumption of indebtedness or other consideration, by Participant in such disposition or other transfer.

  • Completion of Distribution The Fiscal Agent agrees with the Issuer that, in relation to any Tranche of Notes which is sold to or through more than one Dealer, to the extent that it is notified by each Relevant Dealer that the distribution of the Notes of that Tranche purchased by such Relevant Dealer is complete, it will notify all the Relevant Dealers of the completion of distribution of the Notes of that Tranche.

  • Application of Settlement Agreement 10.1 This Settlement Agreement shall apply to, be binding upon, and inure to the benefit of, CAG and the Releasees and Downstream Releasees identified in Section 2 above.

  • Definition of Displacement Any employee classified as a regular employee shall be considered displaced for the purposes of this document, when her services shall no longer be required as a result of exhausting the Collective Agreement processes.

  • Confirmation and Statements Promptly after the close of business on each day, the Custodian shall furnish the Fund with confirmations and a summary of all transfers to or from the account of the Fund during the day. Where securities purchased by the Fund are in a fungible bulk of securities registered in the name of the Custodian (or its nominee) or shown in the Custodian's account on the books of a Securities Depository, the Custodian shall by book-entry or otherwise identify the quantity of those securities belonging to the Fund. At least monthly, the Custodian shall furnish the Fund with a detailed statement of the Securities and monies held for the Fund under this Agreement.

  • Confirmation of Scope The parties confirm that the Asset Representations Reviewer is not responsible for determining whether noncompliance with the representations or warranties constitutes a breach of the Basic Documents.

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