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WC Objection definition

WC Objection has the meaning set forth in Section 2.6(b).

Examples of WC Objection in a sentence

  • With respect to each disputed line item, such determination, if not in accordance with the position of either the Buyers or the Sellers, shall not be in excess of the higher, nor less than the lower, of the amounts advocated by the Sellers in the WC Objection Notice or by the Buyers in the Closing Date Financial Statements with respect to such disputed line item.

  • If at any time during the Review Period, the Sellers determine that they have any objection to the Closing Date Financial Statements or any aspect of the calculation of Closing Date Working Capital Amount, the Sellers may send a written notice (the “WC Objection Notice”) explaining in reasonable detail such objection(s); provided, that the WC Objection Notice shall be delivered to the Buyers no later than five (5) Business Days following the last day of the Review Period.

  • The Buyers and the Sellers shall endeavour, in good faith, to resolve the matters described in the WC Objection Notice.

  • In the event the Parent fails to deliver to the Stockholder Representative a WC Objection within such sixty (60) day period, the Parent shall be deemed to have accepted and consented to the calculations and determinations made in the Estimated Closing Report and the calculation of the Estimated Working Capital Amount contained in the Estimated Closing Report shall be deemed to be final (the “Final Working Capital Amount”).

  • In resolving any Disputed Item, the Arbiter (i) shall limit its review to matters specifically set forth in the WC Objection, (ii) shall further limit its review to whether the calculations are mathematically accurate and have been prepared in accordance with the provisions of this Agreement and (iii) shall not assign a value to any item greater than the greatest value for such item claimed by a party hereto or less than the smallest value for such item claimed by a party hereto.

  • The WC Objection Notice shall (i) set forth Sellers’ Representatives calculations of the Net Working Capital of the Acquired Companies as of the Closing, (ii) specify those individual line items in the Proposed Closing Date Net Working Capital with which Sellers’ Representatives disagree, and (iii) be accompanied by a detailed description of the basis for any such disagreement.

  • During the WC Objection Period, the Member Representatives and their accountant shall be permitted to review the pertinent accounting books and records and work papers of Parent used in the preparation of the Estimated Adjusted Net Working Capital and Parent shall, and shall cause its independent accountants to, cooperate and assist in the conduct of such audit and review and make available, to the extent reasonably necessary, its personnel.

  • Unless the Member Representative delivers a written objection to Holdco on or prior to the expiration of the WC Objection Period, the Estimated Net Working Capital shall be deemed to be the final amount of Net Working Capital (the “Final Net Working Capital”) and will become final and binding on the Parties.

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  • In the event the Parent delivers a WC Objection within sixty (60) days after the Closing, the Stockholder Representative and the Parent shall utilize commercially reasonable efforts to try to resolve the objections set forth in the WC Objection (the “Disputed Items”) within sixty (60) days of the Stockholder Representative’s receipt of a WC Objection.

Related to WC Objection

  • Claim Objection Deadline means the first Business Day that is 180 days after the Effective Date, as may be extended by order of the Bankruptcy Court.

  • Plan Objection Deadline means the date the Bankruptcy Court establishes as the deadline to File an objection to Confirmation of the Plan.

  • Title Objection shall have the meaning assigned thereto in Section 8.5.

  • Claims Objection Deadline means the deadline for objecting to a Claim against a Debtor, which shall be on the date that is the later of (a) 180 days after the Effective Date and (b) such other period of limitation as may be fixed by the Debtors or the Reorganized Debtors, as applicable, or by an order of the Court for objecting to such Claims.

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

  • Claims Objection Bar Date means the deadline for objecting to a Claim, which shall be on the date that is the later of (a) 180 days after the Effective Date and (b) such other period of limitation as may be specifically fixed by the Debtors or the Reorganized Debtors, as applicable, or by an order of the Bankruptcy Court for objecting to Claims.

  • Objection Period has the meaning set forth in Section 2.4(d).

  • Title Objections has the meaning ascribed to such term in Section 6.2(a).

  • Objection Date means the date by which Settlement Class Members must mail their objection to the settlement for that objection to be effective. The postmark date shall constitute evidence of the date of mailing for these purposes.

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

  • Objections Statement has the meaning set forth in Section 1.02(d).

  • Statement of Objections has the meaning set forth in Section 2.04(c)(ii).

  • Objection Deadline means the date identified in the Preliminary Approval Order and Class Notice by which a Settlement Class Member must serve written objections, if any, to the Settlement to be able to object to the Settlement. The Objection Deadline shall be no later than 30 days before the Final Approval Hearing.

  • Cost objective means a function, organizational subdivision, contract, grant, or other activity for which cost data are needed and for which costs are incurred.

  • aircraft objects means airframes, aircraft engines and helicopters;

  • Plan Objective means the objective of securing the return described in the brochure to which these Terms and Conditions are attached.

  • Material Objection Notice has the meaning set forth in Section 4.2 of this Agreement.

  • Objections means any objection, application, motion, complaint or any other legal proceeding seeking, in whole or in part, to disallow, determine, liquidate, classify, reclassify, or establish the priority, expunge, subordinate or estimate any Claim (including the resolution of any request for payment of any Administrative Claim).

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

  • Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.

  • the Objects means the Objects of the Charity as defined in clause 3 of the Memorandum

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

  • Objection/Exclusion Deadline means the date by which a written objection to this Settlement Agreement or a request for exclusion submitted by a Person within the Settlement Class must be made, which shall be designated as a date no later than forty-five (45) days after the Notice Date and no sooner than fourteen (14) days after papers supporting the Fee Award are filed with the Court and posted to the settlement website listed in Paragraph 4.1(d), or such other date as ordered by the Court.

  • Title Defect Notice shall have the meaning set forth in Section 11.2(a).

  • Review Period has the meaning set forth in Section 2.04(c)(i).

  • 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;