Final Adjustment Certificate definition

Final Adjustment Certificate has the meaning set forth in Section 2.4(d).
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Final Adjustment Certificate means the Closing Adjustment Certificate delivered (or deemed delivered) pursuant to Section 2.4(b), as subsequently adjusted, if applicable, pursuant to this Section 2.4(d) to reflect any subsequent written agreement between the Parties with respect thereto and, if submitted to the Independent Accounting Firm, any amendments or modifications to the Closing Adjustment Certificate decided by the Independent Accounting Firm.
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Final Adjustment Certificate means the Closing Adjustment Certificate delivered by Buyer pursuant to Section 2.4(b), as subsequently adjusted, if applicable, pursuant to Section 2.4(d) to reflect any subsequent written agreement between the Parties with respect thereto and, if submitted to the Independent Accounting Firm, any amendments or modifications to the Closing Adjustment Certificate decided by the Independent Accounting Firm.
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Examples of Final Adjustment Certificate in a sentence

  • Final Adjustment Certificate means the Adjustment Certificate that is final and binding on the parties in accordance with paragraph 6.18.

  • In general most transactions undertaken by the College fall within the scope of the exemption of education.

  • At the Closing, the Final Adjustment Certificate shall be accurate and complete in all respects with respect to the matters set forth in this Section 3.2(a).

  • We consider the results of this study (one of the few comparative studies made to date) to be interesting, but to have significant limitations, including that it is based on country self-reporting through the OECD questionnaire process; and that it does not examine actual practice but the legal and administrative procedures in place.

  • Notwithstanding anything contained in this Agreement, any amounts payable pursuant to the indemnification obligations under this Agreement shall be paid without duplication, including with respect to duplication of any Liability that is included in the Final Adjustment Certificate or with respect to the amount of any Liability for which there is an accrual or reserve contained in the Financial Statements.

  • The district asserts that: there is no evidence of any coordination between the school program and the home-based program, the SEIT does not provide any services that the parents themselves could not provide, and the SEIT services are not appropriate for the student because he is school-aged and is therefore no longer eligible for SEIT services.

  • The Parties shall instruct the Arbitrator to provide to the Parties explanations in writing of the reasons for its decisions regarding the Adjusted Working Capital and shall issue the Final Adjustment Certificate reflecting such decisions.

  • If no Disagreement Notice is delivered within the Review Period, the Final Adjustment Certificate shall be deemed to have been accepted by the parties heret o.

  • The Purchasers will, and will cause the Company to, provide theSellers full access (during normal business hours and upon reasonable notice) to the books, ledgers, files, reports and operating records of the Company and the then current employees of the Company, and will fully cooperate in reviewing the Final Adjustment Certificate.

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Related to Final Adjustment Certificate

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

  • Final Adjustment has the meaning set forth in Section 10.3.B(2) hereof.

  • Payment Certificate means a payment certificate issued under Clause 14 [Contract Price and Payment].

  • Final Payment Certificate means the payment certificate issued under Sub-Clause 14.13 [Issue of Final Payment Certificate].

  • Interim Payment Certificate means a payment certificate issued under Clause 14 [Contract Price and Payment], other than the Final Payment Certificate.

  • Pro Forma Adjustment Certificate means any certificate of an Authorized Officer of the Borrower delivered pursuant to Section 9.1(h) or setting forth the information described in clause (iv) to Section 9.1(d).

  • Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).

  • Independent Certificate means a certificate or opinion to be delivered to the Indenture Trustee under the circumstances described in, and otherwise complying with, the applicable requirements of Section 11.1 of the Indenture, made by an independent appraiser or other expert appointed by an Issuer Order, and such opinion or certificate shall state that the signer has read the definition of “Independent” in this Appendix A and that the signer is Independent within the meaning thereof.

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Accountant's Certificate means an opinion signed by an independent certified public accountant or firm of certified public accountants (which may be the Accountants) from time to time selected by the Issuer.

  • Closing Certificate means the closing certificate of the Company in the form of Exhibit B hereto.

  • Buyer Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to Legal Proceedings involving the Buyer) of Section 5.2 is satisfied in all respects.

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Self Audit Certificate means the certificate in the form as set out in Framework Schedule 9 (Self Audit Certificate) to be provided to the Authority in accordance with Clause 17.3 (Records and Audit Access);

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • True-Up Adjustment means any Semi-Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

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

  • Initial Adjustment Date As to any Adjustable Rate Mortgage Loan, the first Adjustment Date following the origination of such Mortgage Loan.

  • Earned credit certificate means a certificate issued by the Chief Procurement Officer evidencing the amount of earned credit a contractor has been awarded.

  • Tax Adjustment has the meaning set forth in Section 4.7.

  • Component Certificates As specified in the Preliminary Statement.

  • Company Certificate means the Amended and Restated Certificate of Incorporation of the Company as in effect on the date hereof.

  • Principal Adjustment In the event that the Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount or Class B-6 Optimal Principal Amount is calculated in accordance with the proviso in such definition with respect to any Distribution Date, the Principal Adjustment for such Class of Class B Certificates shall equal the difference between (i) the amount that would have been distributed to such Class as principal in accordance with Section 4.01(a) for such Distribution Date, calculated without regard to such proviso and assuming there are no Principal Adjustments for such Distribution Date and (ii) the Adjusted Principal Balance for such Class.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.04(c).