NWC Dispute Notice definition

NWC Dispute Notice has the meaning assigned in Section 2.6(d).
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NWC Dispute Notice has the meaning assigned in Section 3.2(d).
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NWC Dispute Notice has the meaning set forth in Section 2.11(a).
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Examples of NWC Dispute Notice in a sentence

  • If the Purchasers do not receive a NWC Dispute Notice within such forty-five (45)-day period, then the Closing Date NWC shall be the amount set forth in the Closing Date NWC Statement and shall be final, conclusive and binding on the Parties for all purposes of this Agreement.

  • If the Seller does not deliver to Purchaser a NWC Dispute Notice prior to the expiration of the NWC Review Period, the Seller shall be conclusively deemed to have waived any right to object to the Post- Closing NWC Statement delivered by Purchaser and the Post-Closing NWC Statement delivered by Purchaser shall be final and binding upon Purchaser, the Company and the Seller.

  • If the Seller delivers a NWC Dispute Notice to Purchaser prior to the expiration of the NWC Review Period, then for a period of thirty (30) days after receipt by Purchaser of such NWC Dispute Notice, Purchaser and the Seller shall negotiate in good faith to resolve the items disputed by the Seller in such NWC Dispute Notice.

  • That this violence is unjust and unworthy of what Jankélévitch has elsewhere written on forgiveness it is only just to recognize that Jankélévitch himself knew.

  • If within ten (10) Business Days after Buyer’s receipt of the NWC Dispute Notice, Buyer and the Stockholder Agent are unable to resolve informally matters which are the subject of the NWC Dispute Notice and the Stockholder Agent has not retracted the NWC Dispute Notice, then the Parties shall submit the matters which are the subject of such NWC Dispute Notice to the Accounting Referee for resolution.

  • Unless the Seller delivers an NWC Dispute Notice within the thirty (30) day period, such Post-Closing NWC Statement shall be conclusively deemed the “Final Post-Closing NWC Statement” and shall be final and binding upon all parties.

  • If the Purchaser and the Sellers are unable to resolve all of the disputed items on the NWC Dispute Notice within such fifteen (15) Business Day period, they shall jointly engage a nationally-recognized accounting firm reasonably acceptable to the Purchaser, on the one hand, and the Sellers, on the other hand, with no prior relationship with any of the parties or any of their respective Affiliates (the “Independent Accountants”) and submit the disputed items to the Independent Accountants for resolution.

  • Fifteen (15) Business Days after delivery of the NWC Dispute Notice, either Purchaser or Seller may provide written notice to the other that it elects to submit the disputed items to Xxxxx Xxxxxxxx LLP and, if such firm shall decline such appointment, then such other nationally recognized independent accounting firm in the United States that is mutually acceptable Seller and Purchaser (the “NWC Referee”).

  • If within the 30-day period following delivery of a Quarterly NWC Report, Seller provides Buyer with written notice that Seller agrees with such Quarterly NWC Report, or if within such 30-day period Seller fails to deliver a NWC Dispute Notice, then in either of such circumstances, such Quarterly NWC Report shall then be conclusively deemed a “Final Quarterly NWC Report,” and shall then be final and binding upon Buyer and Seller for all purposes, including its use in the calculation of the Target NWC.

  • If Purchaser and the Sellers resolve all of the disputed items in such NWC Dispute Notice during such thirty (30) day period, the Post-Closing NWC Statement shall be revised to reflect such resolution, and as so revised shall be final and binding upon Purchaser, the Company and the Sellers.


More Definitions of NWC Dispute Notice

NWC Dispute Notice has meaning set forth in Section 1.9(b)(i).
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NWC Dispute Notice. Is defined in Section 1.5(d).
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Related to NWC Dispute Notice

  • Dispute Notice means a written notice served by one Party on the other stating that the Party serving the notice believes that there is a Dispute;

  • Billing Dispute Notice means a formal, written notice submitted to HUGE by the Customer in terms of this Procedure.

  • Dispute Period shall have the meaning specified in Section 9.3(a).

  • Notice of Dispute has the meaning provided in Section 2.1(f)(iii) of this Commercial Shared-Loss Agreement.

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

  • Dispute Date means, with respect to a Dispute, the date on which a Dispute Notice is effectively delivered by one party to the other party save that if, with respect to a Dispute, both parties deliver a Dispute Notice, the date on which the first in time of such notices is effectively delivered will be the Dispute Date. Each Dispute Notice will be effectively delivered if delivered in the manner agreed between the parties for the giving of notices in respect of this Agreement.

  • Arbitrable Dispute means any dispute arising under or in connection with this Agreement.

  • Mediation Notice is defined in Section 6.2(b).

  • Tax Dispute has the meaning set forth in Section 5.06.

  • Arbitration Notice has the meaning set forth in Section 9.13.

  • Disagreement Notice has the meaning set forth in Section 2.2.3.1(b).

  • Disagreement means a difference of opinion between personnel of a reporting issuer responsible for finalizing the reporting issuer’s financial statements and the personnel of a predecessor auditor responsible for authorizing the issuance of audit reports on the reporting issuer’s financial statements or authorizing the communication of the results of the auditor’s review of the reporting issuer’s interim financial report, if the difference of opinion

  • Expedited Dispute Timetable means the accelerated timetable for the resolution of disputes as set out in paragraph 2.6;

  • Claim Notice has the meaning set forth in Section 8.4(a).

  • Disputing Party has the meaning specified in Paragraph 5.

  • Billing Dispute means the dispute of an invoice prepared by an Operator to the Other Operator which is made in good faith.

  • Dispute Board (DB) means the person or persons named as such in the SCC appointed by agreement between the Procuring Entity and the Contractor to make a decision with respect to any dispute or difference between the Procuring Entity and the Contractor referred to him or her by the Parties pursuant to GCC Sub-Clause 46.1 (Dispute Board) hereof.

  • Formal Dispute means a written objection by an Interested Party to any of the following: i. A solicitation or other request by OGS for offers for a contract for the procurement of commodities, services or technology. ii. The cancellation of the solicitation or other request by OGS. iii. An award or proposed award of the Contract by OGS. iv. A termination or cancellation of an award of the Contract by OGS. v. Changes in the scope of the Centralized Contract by the Commissioner. vi. Determination of “materiality” in an instance of nonperformance or contractual breach. vii. An equitable adjustment in the Centralized Contract terms and/or pricing made by the Commissioner during a Force Majeure event.

  • Objection Notice has the meaning set forth in Section 2.3(a) of this Agreement.

  • Disputed Amount means an amount which Customer disputes. A Disputed Amount may relate to the whole or part of an invoice(s).

  • CFIUS Notice means a joint voluntary notice with respect to the transactions contemplated by this Agreement prepared by the parties and submitted to CFIUS in accordance with the requirements of the DPA.

  • Deadlock has the meaning set forth in Section 11.01.

  • Claims Notice has the meaning set forth in Section 9.3(a).

  • Relevant Dispute means any difference between the parties arising out of or in connection with this contract; "Relevant Force Majeure Event" has the meaning ascribed to it in Clause 17.1;

  • Technical Dispute has the meaning specified in Section 12.2;

  • Seller’s Notice has the meaning set forth in Section 8.5(a).