Conclusive Statement definition

Conclusive Statement shall have the meaning ascribed to such term in Section 1.6(a)(v) hereof.
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Conclusive Statement has the meaning set forth in Section 2(c)(3)(C) below.
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Conclusive Statement has the meaning provided in Section 2.3(d).
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Examples of Conclusive Statement in a sentence

  • The date on which the Shareholders’ Representative and Buyer agree to, or the Neutral Auditor delivers, the Conclusive Statement shall be the “Conclusive Date”.

  • In the event that Parent does not deliver the Initial Statement within sixty (60) calendar days after the Closing Date, each item on the Closing Date Statement shall be deemed undisputed and the Closing Date Statement delivered by the Company shall become the Conclusive Statement and shall be final and binding on Parent and the Stockholders as of such date in accordance with Section 2.8(d).

  • If the Conclusive Statement contains an Excess Amount, then Buyer shall pay to Seller an amount in cash equal to such Excess Amount.

  • All payments to be made pursuant to this Section 1.3(d) will be made on the fifth business day following the date on which Buyer and Sellers agree to, or the Neutral Accounting Arbitrator delivers, the Conclusive Statement and the Conclusive Adjustment Statement and, in the case of payment to Buyer, instruct the Escrow Agent by joint written instruction accordingly.

  • If the Actual Consolidated Net Assets is greater than the Estimated Consolidated Net Assets, Buyer shall, within five (5) Business Days after determination thereof, pay the amount of the difference between such values to Seller's Representative by wire transfer of immediately available funds to the account designated in writing by Sellers' Representative for further distribution to Sellers in accordance with Schedule 2.2(a)(i), following actual or deemed receipt of the Conclusive Statement.

  • Conclusive Statement liabilities under or relating to the Global Facilities are concerned, each of the Borrowers to whom the Global Facilities is granted shall be bound by the provisions contained in these General Terms and Conditions.

  • The Conclusive Statement shall also set forth the difference, if any, determined by subtracting the Estimated Net Working Capital from the Actual Net Working Capital (such difference, the "Net Working Capital Adjustment Amount"), it being understood that the Net Working Capital Adjustment Amount may be either a positive or negative number.

  • All payments to be made pursuant to this Section 1.5(d) will be made on the second business day following the date on which Buyer and Seller Representatives agree to, or the Neutral Accounting Arbitrator delivers, the Conclusive Statement and the Conclusive Adjustment Statement and, in the case of payment to Buyer, instruct the Escrow Agent by joint written instruction accordingly.

  • The Conclusive Statement shall be prepared in accordance with the methodology set forth on Schedule III hereto.

  • Both Parties agree that the Schedule 2 “Settlement Statement” attached hereto is the Conclusive Statement referred to in Section 2(c) of the Asset Purchase Agreement.


More Definitions of Conclusive Statement

Conclusive Statement shall have the meaning set forth in Section 2.6(c).
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Conclusive Statement. 2.8(d) “Confidentiality Agreement” 6.1(b) “Consents and Approvals” 4.6 “Contributed Option” 2.4(b) “Contributed Shares” Recitals
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Related to Conclusive Statement

  • E-Statement means an electronic version of daily confirms, monthly, quarterly or annual statements, and shareholder tax statements created with investor transaction data housed on DST’s TA2000® mutual fund record keeping system, with images available online via a secure web site.

  • Settlement Statement has the meaning set forth in Section 3.2(a).

  • Final Statement means the statement defined in Sub-Clause 14.11 [Application for Final Payment Certificate].

  • Objections Statement has the meaning set forth in Section 1.02(d).

  • Operating Statement Analysis Report format substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.

  • Payment Statement As defined in Section 6.01 hereof.

  • Operating Statement shall have the meaning set forth in Section 27.1 hereof.

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.

  • Adjustment Statement has the meaning set forth in Section 2.6(a).

  • CMSA Operating Statement Analysis Report means a report substantially in the form of, and containing the information called for in, the downloadable form of the "Operating Statement Analysis Report" available as of the Closing Date on the CMSA Website or in such other form for the presentation of such information and containing such additional information as may from time to time be approved by the CMSA for commercial mortgage-backed securities transactions generally.

  • CREFC® Operating Statement Analysis Report The monthly report in the “Operating Statement Analysis Report” format substantially in the form of and containing the information called for therein for the Mortgage Loans, or such other form for the presentation of such information as may be approved from time to time by the CREFC® for commercial mortgage securities transactions generally.

  • Inconclusive means the determination following an

  • untrue statement means any untrue statement or alleged untrue statement, or any omission or alleged omission to state in the Registration Statement a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

  • Stage Payment Statement shall have the meaning set forth in Clause 19.4; “Structures” means an elevated road or a flyover, as the case may be;

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).

  • Tax Statement shall have the meaning set forth in Section 27.1 hereof.

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • Determination Notice is defined in Section 6.1(b)(i) of the Agreement.

  • Rule 482 Statement means a document that contains the number of Securities issued, the offering price and any other items dependent upon the offering price, prepared in accordance with the provisions of Rule 482 of the 1933 Act, a copy of which shall be attached as Schedule D hereto. “Statutory Prospectus” as of any time means the prospectus relating to the Securities that is included in the Registration Statement immediately prior to that time, including any document incorporated by reference therein. Each preliminary prospectus and the prospectus filed as part of the effective Registration Statement or as part of any amendment thereto, or filed pursuant to Rule 497 under the 1933 Act, complied when so filed in all material respects with the Rules and Regulations and each preliminary prospectus and the Prospectus delivered to the Underwriters for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. If a Rule 462(b) Registration Statement is required in connection with the offering and sale of the Securities, the Fund has complied or will comply with the requirements of Rule 111 under the 1933 Act Rules and Regulations and Rule 3a of the Commission’s Internal and Other Procedures (“Rule 3a”) relating to the payment of filing fees thereof. The Fund, subject to the Registration Statement having been declared effective and the filing of the Prospectus under Rule 497, has taken all required action under the 1933 Act, the 1940 Act, the Securities and Exchange Act of 1934, as amended (the “1934 Act”) and the Rules and Regulations to make the public offering and consummate the sale of the Securities as contemplated by this Agreement.

  • Landlord’s Statement means an instrument or instruments containing a comparison of any increase or decrease in the Rent for the preceding Comparison Year pursuant to the provisions of this Article 28.

  • Earn-Out Statement has the meaning set forth in Section 2.5(c).

  • Preliminary Notice means the notice of intended Termination by the Party entitled to terminate this Agreement to the other Party setting out, inter alia, the underlying Event of Default.

  • Annual Statement means the annual statutory financial statement of any Insurance Subsidiary required to be filed with the insurance commissioner (or similar authority) of its jurisdiction of incorporation, which statement shall be in the form required by such Insurance Subsidiary’s jurisdiction of incorporation or, if no specific form is so required, in the form of financial statements permitted by such insurance commissioner (or such similar authority) to be used for filing annual statutory financial statements and shall contain the type of information permitted by such insurance commissioner (or such similar authority) to be disclosed therein, together with all exhibits or schedules filed therewith.

  • Request regarding a statement of account means a record authenticated by a debtor requesting that the recipient approve or correct a statement indicating what the debtor believes to be the aggregate amount of unpaid obligations secured by collateral as of a specified date and reasonably identifying the transaction or relationship that is the subject of the request.

  • Preliminary Settlement Statement shall have the meaning given such term in Section 3.2.

  • Auditor’s Report means the auditor’s report on the Financial Report; “AEDT” means Australian Eastern Daylight Standard Time.