Disputed Sum GL Estoppel shall have the meaning provided in the definition of the term “Disputed Sums.”
Closing Statement means the Closing Statement in the form on Annex A attached hereto.
Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).
Estimated Closing Statement has the meaning set forth in Section 2.4(a).
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Objections Statement has the meaning set forth in Section 1.02(d).
Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Disputed Amount means an amount which Customer disputes. A Disputed Amount may relate to the whole or part of an invoice(s).
Notice of Disagreement has the meaning set forth in Section 2.3(c).
Environmental Defect Notice shall have the meaning set forth in Section 12.1(a).
Title Defect Notice shall have the meaning set forth in Section 11.2(a).
Environmental Defect Value means, with respect to any Environmental Defect, the value, as of the Closing Date, of the estimated costs and expenses to correct such Environmental Defect in the most cost-effective manner reasonably available, consistent with Environmental Laws, taking into account that non-permanent remedies (such as mechanisms to contain or stabilize hazardous materials, including monitoring site conditions, natural attenuation, risk-based corrective action, institutional controls or other appropriate restrictions on the use of property, caps, dikes, encapsulation, leachate collection systems, etc.) may be the most cost-effective manner reasonably available.
Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).
Environmental Defect means, with respect to any given Asset, a material violation of Environmental Laws in effect as of the Effective Time in the jurisdiction in which such Asset is located.
Closing Indebtedness means Indebtedness of the Company and its Subsidiaries as of immediately prior to the Closing (without giving effect to the Transactions but including any prepayment penalties, premia, breakage costs or similar amounts payable with respect to the Closing).
Title Defect means with respect to a Lease any lien, encumbrance, adverse claim, default, expiration, failure, defect in or objection to real property title, other than Permitted Encumbrances, that alone or in combination with other defects renders Sellers’ title to the Lease less than Defensible Title.
Estoppel Letter A document executed by the Cooperative Corporation certifying, with respect to a Cooperative Unit, (i) the appurtenant Proprietary Lease will be in full force and effect as of the date of issuance thereof, (ii) the related stock certificate was registered in the Mortgagor's name and the Cooperative Corporation has not been notified of any lien upon, pledge of, levy of execution on or disposition of such stock certificate, and (iii) the Mortgagor is not in default under the appurtenant Proprietary Lease and all charges due the Cooperative Corporation have been paid.
Estimated Indebtedness has the meaning set forth in Section 2.3(a).
Billing Dispute Notice means a formal, written notice submitted to Metacom by the Customer in terms of this Procedure.
Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.
Estimated Closing Cash has the meaning set forth in Section 2.4(a).
Final Closing Statement has the meaning set forth in Section 2.4(a).
Closing Certificate means the closing certificate of the Company in the form of Exhibit B hereto.
Disagreement Notice has the meaning specified in Section 2.04(c).
Estoppel Certificate As defined in Section 23.1(a).
Seller Closing Certificate has the meaning set forth in Section 7.02(d).
Claim Certificate shall have the meaning set forth in Section 8.6(a).