POLICY FOR BIDS UNDER CONSIDERATION a. Bid shall be deemed to be under consideration immediately after opening of the Bid and till official intimation of award / rejection made by the Company to the Bidders.
POLICY FOR BIDS UNDER CONSIDERATION Sample Clauses
Related to POLICY FOR BIDS UNDER CONSIDERATION
TERMINATION FOR IMPROPER CONSIDERATION 8.44.1 The County may, by written notice to the Contractor, immediately terminate the right of the Contractor to proceed under this Contract if it is found that consideration, in any form, was offered or given by the Contractor, either directly or through an intermediary, to any County officer, employee, or agent with the intent of securing this Contract or securing favorable treatment with respect to the award, amendment, or extension of this Contract or the making of any determinations with respect to the Contractor’s performance pursuant to this Contract. In the event of such termination, the County shall be entitled to pursue the same remedies against the Contractor as it could pursue in the event of default by the Contractor.
Allocation of Purchase Price No later than ninety (90) days following the final determination of the Purchase Price after all necessary adjustments pursuant to Section 2.05 have been made (the “Final Purchase Price”), the Purchaser shall prepare and deliver to Sellers a proposed allocation of the Final Purchase Price among the Acquired Companies (and their respective assets) (the “Purchase Price Allocation”), which allocation shall be in accordance with the principles of Section 1060 of the Code and Treasury Regulations thereunder (and any similar provision of state, local, or non-U.S. Law, as appropriate). If Sellers object to such proposed allocation by means of written notice delivered to the Purchaser within forty-five (45) days following receipt of Purchaser’s proposed allocation, Purchaser and Sellers shall negotiate in good faith and reasonably cooperate with each other for the fifteen (15) days thereafter to resolve such objections. If after fifteen (15) days of receipt of written comments from Sellers, Purchaser and Sellers are unable to agree to a final allocation, any unresolved disputes or objection shall be submitted to the Independent Accountant for resolution in accordance with this Section 2.06, including for purposes of allocating responsibility for any related fees and expenses; provided that the Parties shall otherwise bear their own expenses with respect to the Purchase Price Allocation. The Independent Accountant’s determination with respect to each disputed matter shall be final, conclusive and binding on the Parties. Sellers and Purchaser and their respective Affiliates shall report, act, and file Tax Returns (including IRS Form 8594) in all respects and for all purposes consistent with the Purchase Price Allocation as finalized. Neither Sellers nor Purchaser shall take any position (whether in audits, Tax Returns, or otherwise) that is inconsistent with Purchase Price Allocation (as finally determined pursuant to this Section 2.06), except as may be adjusted by subsequent agreement following an audit by the IRS (or by an applicable state or local Taxing Authority) or by court decision but only as may be adjusted following a “determination” (as such term is defined in Section 1313 of the Code). Notwithstanding the foregoing, nothing contained herein shall prevent a Party from settling any proposed deficiency or adjustment by any Governmental Entity based upon or arising out of the final Purchase Price Allocation, and no Party shall be required to litigate before any court any proposed deficiency or adjustment by any Governmental Entity challenging the final Purchase Price Allocation. In the event that the Purchase Price Allocation (as finally determined pursuant to this Section 2.06) is disputed by any Taxing Authority, the Party receiving notice of such dispute shall reasonably promptly notify the other Party concerning the existence of such dispute and the Parties will consult in good faith as to how to resolve such dispute in a manner consistent with this Section 2.06. In the event of any adjustment to the Final Purchase Price hereunder, Purchaser and Sellers agree to adjust the Purchase Price Allocation in a manner consistent with this Section 2.06 to reflect such adjustment and to file consistently any Tax Returns and reports required to be filed as a result of such Final Purchase Price adjustment.
