Initial Allocation Statement definition

Initial Allocation Statement has the meaning set forth in Section 2.2(a).
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Initial Allocation Statement has the meaning specified in Section 7.05.
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Initial Allocation Statement has the meaning ascribed to such term in Section 11.4(e).
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Examples of Initial Allocation Statement in a sentence

  • Within thirty (30) days after the determination of the final Purchase Price pursuant to Section 2.10, Seller shall prepare an allocation of the final Purchase Price between the Purchased Assets and the Shares, consistent with the Initial Allocation Statement and the procedures in Section 2.10 (the “Final Allocation Statement”).

  • The Initial Allocation Statement and any Adjustment Allocation Statement shall be signed by the president or a vice president of Seller and Purchaser.

  • Promptly after any adjustment to the Purchase Price, including pursuant to Section 1.6, the parties shall cooperate in good faith to make mutually acceptable revisions to corresponding items of the Initial Allocation Statement consistent with the principles thereof and in accordance with applicable Law (the “Final Allocation Statement”).

  • If Purchaser and Seller are unable to agree to the Initial Allocation Statement, the matters in dispute (but only the matters in dispute) shall be submitted to the Independent Accountant for resolution, and the decision of the Independent Accountant shall be final and binding on the parties.

  • Purchaser shall give Seller reasonable opportunity to review and comment on the Initial Allocation Statement; provided, that Seller’s failure to provide comments within twenty (20) days of its receipt of the Initial Allocation Statement shall constitute acceptance thereof.

  • As soon as reasonably practicable, but no later than thirty (30) days following the receipt of the Initial Allocation Statement, Seller shall deliver to Buyer a written report containing any changes that Seller proposes to be made in such schedule (and specifying the reasons therefor in reasonable detail).

  • As soon as reasonably practicable, but no later than thirty (30) days following the receipt of the Initial Allocation Statement, Sellers shall deliver to Buyer a written report containing any changes that Seller proposes to be made in such schedule (and specifying the reasons therefor in reasonable detail).

  • Within thirty (30) days after the final determination of the Purchase Price pursuant to the terms of this Agreement, Parent shall deliver to Buyer an allocation of the final Purchase Price (together with Liabilities treated as assumed by Buyer for federal income tax purposes and other capitalized costs) based on the same principles, methods and percentages used in determining the Initial Allocation Statement (the “Final Allocation Statement”).

  • The Initial Allocation shall be set forth on a statement (the "Initial Allocation Statement") signed by the president or any vice president of Buyer and Seller.

  • The Purchaser shall provide Sellers with any comments regarding the Initial Allocation Statement no later than five (5) Business Days prior to the Initial Closing, and the Sellers shall consider such comments in good faith and promptly notify the Purchaser if the Sellers have not accepted any such comments.


More Definitions of Initial Allocation Statement

Initial Allocation Statement has the meaning provided therefor in Section ---------------------------- 16.03
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Initial Allocation Statement has the meaning set forth in Section 2.4(a). “Initial Purchase Price” has the meaning set forth in Section 2.2(a). “Intellectual Property” means all of the following: (a) all trademarks and service marks (registered or unregistered), trade dress, trade names and other names, slogans and indicia of origin, all registrations or applications for registration in any jurisdiction of any of the foregoing and all goodwill associated therewith; (b) all patents, patent applications, inventions, discoveries, ideas and technology including re-issues, continuations, divisions, continuations-in- part, renewals and extensions; (c) all trade secrets, know how, proprietary information, methods, techniques, processes and methodologies; (d) all works of authorship, writings, designs, computer programs, software and other works, all copyrights therein and thereto and applications and registrations in any jurisdiction for the foregoing and all moral rights related thereto; (e) all databases and all database rights; (f) all internet websites, domain names and applications and registrations pertaining thereto; and (g) all other intellectual property rights. “Inventory” has the meaning set forth in Section 4.22. 6
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Initial Allocation Statement has the meaning provided therefor in Section 16.03(a) of this Agreement.
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Initial Allocation Statement has the meaning ascribed to such term in the Share Purchase Agreement.
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Related to Initial Allocation Statement

  • Allocation Statement has the meaning set forth in Section 2.5(a).

  • Initial Allocation means the conditional setting aside by MBOH of HCs from a particular year’s federal LIHTC allocation to the state for purposes of later Carryover Commitment and/or Final Allocation to a particular Project, as documented by and subject to the requirements and conditions set forth in a written Reservation Agreement, the Applicable QAP and federal law.

  • Distribution Statement has the meaning set forth in Section 5.02(c) of the Trust Agreement.

  • Termination statement means an amendment of a financing statement which:

  • Completion Statement has the meaning set out in clause 6.1;

  • Remainder Registration Statement has the meaning set forth in Section 2(a).

  • Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.

  • Additional Registration Statement means a registration statement or registration statements of the Company filed under the 1933 Act covering any Additional Registrable Securities.

  • Distribution Date Statement As defined in Section 4.02(a).

  • Final Allocation has the meaning set forth in Section 2.3.

  • Special Registration Statement means (i) a registration statement relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements related to the issuance or resale of securities issued in such a transaction or (iii) a registration related to stock issued upon conversion of debt securities.

  • Allocation Schedule has the meaning set forth in Section 2.07.

  • conditional allocation ’ means an allocation to a province or municipality from the national government’s share of revenue raised nationally, envisaged in section 214(1)(c) of the Constitution, as set out in Schedule 4, 5, 6 or 7;

  • Demand Registration Statement has the meaning set forth in Section 2.01(a).

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.

  • New Registration Statement has the meaning set forth in Section 2(a).

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Required Allocations means (a) any limitation imposed on any allocation of Net Losses or Net Termination Losses under Section 6.1(b) or 6.1(c)(ii) and (b) any allocation of an item of income, gain, loss or deduction pursuant to Section 6.1(d)(i), 6.1(d)(ii), 6.1(d)(iv), 6.1(d)(vii) or 6.1(d)(ix).

  • Closing Date Statement has the meaning set forth in Section 2.06(b).

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.

  • Purchase Price Allocation Schedule has the meaning given to it in Section 2.7(a).

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Original Registration Statement. As used in this Agreement, the terms “amendment” or “supplement” when applied to the Registration Statement or the Prospectus shall be deemed to include the filing by the Company with the Commission of any document under the Exchange Act after the date hereof that is or is deemed to be incorporated therein by reference. All references in this Agreement to financial statements and schedules and other information which is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include, without limitation, the filing of any document under the Exchange Act which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date. At the time the Registration Statement was or will be originally declared effective and at the time the Company’s most recent annual report on Form 10-K was filed with the Commission, if later, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. During the Agency Period, each time the Company files an annual report on Form 10-K the Company will meet the then-applicable requirements for use of Form S-3 under the Securities Act.

  • Continuation statement means an amendment of a financing statement which: