Price Resolution Sample Clauses

Price Resolution. Purchaser(s). If no Dispute Notice is given by any of the Purchaser(s) within the prescribed time, each of the Purchaser(s) shall be deemed to have accepted the estimate of the Fair Market Value of its Shares set out in the Put Notice. If the Putting Shareholder receives a Dispute Notice within the prescribed time, the purchase price of its Shares shall be determined as follows: the Putting Shareholder and the Purchaser(s) shall instruct the two Experts to make a determination as to the Fair Market Value of its Shares as at the date of the Put Notice. The purchase price, which shall be final and binding upon the parties, shall be the simple average of the Fair Market Value arrived at by each Expert. All costs and expenses relating to the valuation of the Shares by the Experts shall be borne by the Corporation.
Sample 1
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Price Resolution. To the extent the proposed Change is not subject to sub-section (1) above, the Parties will attempt in good faith to negotiate a fixed price for the proposed Change. If the Parties are unable to negotiate a fixed price, then Vendor Contracting Party shall quote Customer Contracting Party a charge for such Change equal to Vendor Contracting Party’s incremental direct cost of providing such Change plus a profit margin equal to two percent (2%) less than Vendor Contracting Party’s annual operating margin as reported in its most recent Annual Report. Vendor Contracting Party shall include with its quote the information used by Vendor Contracting Party to determine its incremental costs and the appropriate profit margin.
Sample 1
Price Resolution. In the event that the Purchasers holding more than 50 percent of the Shares held by all Purchasers (a "Purchaser Majority") disagree with the Fair Market Value of such Shares contained in the Put Notice given by the Investors under Section 7.7, such Purchaser(s) shall have 15 days from the date the Put Notice is received within which to give written notice of such disagreement (in this Article called the "Dispute Notice") to the Investors and any other Purchasers. If no Dispute Notice is given by a Purchaser Majority within the prescribed time period, each of the Purchasers shall be deemed to have accepted the estimate of the Fair Market Value for such Shares set forth in the Put Notice. If the Investors receive a Dispute Notice within the prescribed time period, then within 20 business days thereafter, a Majority in Interest and a Purchaser Majority shall select a nationally recognized investment banking firm or appraiser (an "Appraiser") to determine the Fair Market Value of such Shares. If either a Majority in Interest or a Purchaser Majority shall fail to designate its Appraiser within said 20 business day period and thereafter shall fail to do so within three business days after written notice by the other party requesting such designation, then such Appraiser shall be appointed by the office of the American Arbitration Association or its successor. The two Appraisers shall separately complete their determinations of Fair Market Value of such Shares within 30 days after the date that the later of them is designated. The two Appraisers shall then meet together with the Investors and the Purchasers, or their representatives, and at such meeting each firm shall present to the other a sealed letter setting forth the Appraiser's judgment as to the Fair Market Value of such Shares and attempt to persuade all Investors and the Purchasers to reach agreement as to the Fair Market Value of such Shares. If a Majority in Interest and a Purchaser Majority do not reach agreement, then the two Appraisers shall designate a third Appraiser having the same minimum qualifications as the first two. If the first two Appraisers shall fail to agree upon the designation of a third Appraiser, then the third Appraiser shall be appointed by the American Arbitration Association. The third Appraiser shall conduct such investigations and hearings as he shall deem appropriate and within 30 days after his date of designation shall choose either the amount set forth in the letter of ...
Sample 1

Related to Price Resolution

  • Disputes Resolution In the event of any dispute with respect to the construction and performance of this Agreement, the Parties shall first resolve the dispute through friendly negotiations. In the event the Parties fail to reach an agreement on the dispute within 30 days after either Party’s request to the other Parties for resolution of the dispute through negotiations, either Party may submit the relevant dispute to China International Economic and Trade Arbitration Commission (CIETAC) for arbitration, in accordance with its then effective arbitration rules. The arbitration shall be conducted in Beijing, and the language used in arbitration shall be Chinese. The arbitration award shall be final and binding on all Parties.

  • Amicable Resolution The Parties mutually desire that friendly collaboration will continue between them. Accordingly, they will try to resolve in an amicable manner all disagreements and misunderstandings connected with their respective rights and obligations under this Lease, including any amendments hereto. In furtherance thereof, in the event of any dispute or disagreement (a “Dispute”) between the Parties in connection with this Lease, then the Dispute, upon written request of either Party, will be referred for resolution to the General Counsels of the Parties, which General Counsels will have ten (10) days to resolve such Dispute.

  • Corporate Resolution Seller shall have received from Purchaser a certified copy of its corporate resolution approving the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby, together with such other certificates of incumbency and other evidences of corporate authority as Seller or its counsel may reasonably request.

  • Informal Resolution The Receiver or the Corporation, as appropriate, (the “FDIC Party”) and the Assuming Institution shall negotiate in good faith to resolve any Dispute Item within thirty (30) Business Days following receipt of information concerning the Dispute Item.

  • Resolution Upon the receipt of written approval of the Reviewing Party, the Publishing Party may proceed with the written publication or the oral presentation.

  • Methods of Resolution of Disputes In the event of any dispute with respect to the construction and performance of this Agreement, the Parties shall first resolve the dispute through friendly negotiations. In the event the Parties fail to reach an agreement on the dispute within 30 days after either Party’s request to the other Parties for resolution of the dispute through negotiations, either Party may submit the relevant dispute to the China International Economic and Trade Arbitration Commission for arbitration, in accordance with its arbitration rules. The arbitration shall be conducted in Beijing. The arbitration award shall be final and binding on all Parties.

  • Early Resolution Conference This Agreement is understood to be clear and enforceable as written and is executed by both parties on that basis. However, should Executive later challenge any provision as unclear, unenforceable or inapplicable to any competitive activity that Executive intends to engage in, Executive will first notify the Company in writing and meet with a Company representative and a neutral mediator (if the Company elects to retain one at its expense) to discuss resolution of any disputes between the parties. Executive will provide this notification at least fourteen (14) days before Executive engages in any activity on behalf of a Competing Business or engages in other activity that could foreseeably fall within a questioned restriction. The failure to comply with this requirement shall waive Executive’s right to challenge the reasonable scope, clarity, applicability, or enforceability of the Agreement and its restrictions at a later time. All rights of both parties will be preserved if the Early Resolution Conference requirement is complied with even if no agreement is reached in the conference.

  • Internal Resolution With respect to all disputes arising between the Parties under this Agreement, including, without limitation, any alleged breach under this Agreement or any issue relating to the interpretation or application of this Agreement, if the Parties are unable to resolve such dispute within thirty (30) days after such dispute is first identified by either Party in writing to the other, the Parties shall refer such dispute to the Chief Executive Officers of the Parties for attempted resolution by good faith negotiations within thirty (30) days after such notice is received.

  • Corporate Resolutions Delivery by the Company to the Buyer a copy of resolutions of the Company’s board of directors, approving and authorizing the execution, delivery and performance of the Transaction Documents and the transactions contemplated thereby in the form attached hereto as Exhibit C (the “Irrevocable Resolutions”);

  • Meaning of Extraordinary Resolution (1) The expression “

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