Final Adjustment Certificate definition

Final Adjustment Certificate has the meaning set forth in Section 2.4(d).
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.
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.

Examples of Final Adjustment Certificate in a sentence

  • If a Notice of Disagreement is received by Buyer, then the Closing Adjustment Certificate (as revised in accordance with Section 2.5(d), if applicable) shall become final and binding on the Parties on, and the Final Settlement Date shall be, the earlier of (i) the date upon which Seller and Buyer agree in writing with respect to all matters specified in the Closing Adjustment Certificate and (ii) the date upon which the Final Adjustment Certificate is issued by the Independent Accounting Firm.

  • Notwithstanding anything in this Agreement to the contrary, DKL’s aggregate liability in respect of the Guaranteed Obligations shall not exceed an amount equal to the sum of (I) the Base Purchase Price plus (II) the Adjustment Amount set forth on the Final Adjustment Certificate.

Related to Final Adjustment Certificate

  • 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 has the meaning set forth in Section 2.4(c).

  • 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).

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

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

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