Examples of Adjustment Review Period in a sentence
If no Notice of Disagreement is received on or prior to the expiration date of the Adjustment Review Period, then the Initial Statement and the Initial EBITDA Amount set forth in the Initial Statement shall be deemed to have been accepted by both parties and shall become final and binding upon CBI and ABI in accordance with the last sentence of Section 1.4(f).
If no Notice of Distribution Adjustment Disagreement is received by SEP on or prior to the expiration date of the Distribution Adjustment Review Period, then the Initial Statement shall be deemed to have been accepted by SE Corp and shall become final and binding upon the Parties in accordance with the last sentence of Section 2.4(f).
If no Adjustment Notice is received by Buyer on or prior to the expiration date of the Purchase Price Adjustment Review Period, then the Initial Statement and the Initial Working Capital set forth in the Initial Statement shall be deemed to have been accepted by Seller and shall become final and binding upon Seller and Buyer in accordance with the last sentence of Section 1.7(e).
If Buyer does not deliver a Spinco Adjustment Dispute Notice to Remainco with respect to any item in the Spinco Initial Post-Closing Statement on or prior to the last day of the Spinco Adjustment Review Period, then the amounts and calculations with respect to such items as set forth in the Spinco Initial Post-Closing Statement shall be deemed accepted by Buyer, whereupon the amounts and calculations of such items shall be final and binding on Remainco and Buyer.
If a Post-Closing Adjustment Dispute Notice is not delivered to Buyer during the Post-Closing Adjustment Review Period, the calculation of the Final Purchase Price set forth in the Adjustment Statement shall be deemed accepted and agreed to by Sellers and shall be final and binding for purposes of this Agreement and shall be non-appealable by the parties hereto absent manifest error.
If Buyer disagrees with the Spinco Initial Post-Closing Statement (including any amount or calculation set forth therein) in any respect and on any basis, Buyer may, on or prior to the last day of the Spinco Adjustment Review Period, deliver a notice to Remainco setting forth, in reasonable detail, each disputed item or amount and the basis for Buyer’s disagreement therewith (the “Spinco Adjustment Dispute Notice”).
If Merger Partner disagrees with the Spinco Initial Post- Closing Statement (including any amount or calculation set forth therein) in any respect and on any basis, Merger Partner may, on or prior to the last day of the Spinco Adjustment Review Period, deliver a notice to Remainco setting forth, in reasonable detail, each disputed item or amount and the basis for Merger Partner’s disagreement therewith (the “Spinco Adjustment Dispute Notice”).
If no Notice of Distribution Adjustment Disagreement is received by SEP on or prior to the expiration date of the Distribution Adjustment Review Period, then the Initial Statement shall be deemed to have been accepted by Contributor and shall become final and binding upon the Parties in accordance with the last sentence of Section 2.4(f).
If Seller accepts the Adjustment Statement in writing or does not notify Purchaser in writing within the Adjustment Review Period of any objection to any component of the computation of the Post- Closing Adjustment set forth therein, such computation set forth in Adjustment Statement shall be final and binding on all parties, and shall have the effect of an arbitral award, and the Purchaser Note shall be adjusted pursuant to Section 3.2(b).
The Stockholder Representative shall notify Parent in writing (the “Notice of Adjustment Disagreement”) prior to the expiration of the Adjustment Review Period if the Stockholder Representative disagrees with any portion of the Closing Statement.