Final Resolution Date definition
Final Resolution Date means the date on which all Disputed Claims of Creditors shall have been resolved by Final Order or otherwise finally determined.
Final Resolution Date shall have the meaning specified in Section 2.2(b).
Final Resolution Date means the earliest to occur of (a) thirty (30) days after delivery of the Closing Statement if a Post-Closing Notice of Disagreement is not timely received by Buyer in accordance with Section 2.6(b); (b) the date Buyer and the Sellers' Representative resolve in writing all differences they have with respect to the matters specified in a Post-Closing Notice of Disagreement, if timely received by Buyer in accordance with Section 2.6(b); or (c) the date all disputed matters set forth in a Post-Closing Notice of Disagreement, if timely received by Buyer in accordance with Section 2.5(b), are finally resolved in writing by the Accounting Firm in accordance with Section 2.6(c).
Examples of Final Resolution Date in a sentence
The Closing Statement shall become Final and Binding on the Final Resolution Date.
If the Final Resolution Date occurs for any reason other than Involuntary Termination, the Suspense Shares will thereupon immediately be forfeited and automatically reacquired by the Company at no cost to the Company.
If the Final Resolution Date occurs as a result of Involuntary Termination, then the Suspense Shares will thereupon immediately vest and become Earned and released from Escrow in their entirety.
The Closing Statement shall become Final and Binding on the Parties on the Final Resolution Date.
If the Sellers are required to pay to the Purchaser a post closing payment pursuant to Section 4.6, such amount shall be disbursed from the Deposit Trust, and, on the Final Resolution Date (or, if no notice of dispute is given within 20 days after the Closing as provided above, on the 21st day after the Closing), the remainder of the Deposit Trust, if any, shall be disbursed to the Sellers in accordance with Section 4.5(b).
More Definitions of Final Resolution Date
Final Resolution Date shall be the earlier of (i) the day on which written notice is received by ▇▇▇▇▇ from Seller Representative that Seller Representative is in agreement with the Closing Statement and will not deliver an Objection Notice with respect thereto, (ii) fifteen (15) Business Days after delivery of the Closing Statement if the Objection Notice is not delivered or (iii) if the Objection Notice is timely delivered, then the earlier of when the parties reach a written agreement on the value of the disputed items or three (3) Business Days after the Accounting Referee delivers its final report.
Final Resolution Date means the date on which all Disputed Claims have been Allowed or disallowed by Final Order or withdrawn or otherwise finally resolved.
Final Resolution Date means the earliest to occur of (a) if the Closing Statement is not timely received by each Seller in accordance with Section 1.9(a) and each Seller elects not to deliver a Closing Statement to Buyer, the date that (i) each Seller notifies Buyer in writing that the Estimated Closing Statement shall be deemed to be the final Closing Statement or (ii) is one (1) Business Day after the time specified in Section 1.9(a) for each Seller to provide the Closing Statement to Buyer, (b) if a Post-Closing Notice of Disagreement is not received by Buyer or each Seller (as the case may be) in accordance with the time period specified in Section 1.9(b), one (1) Business Day after the required date for each Seller or Buyer (as the case may be) to deliver such Post-Closing Notice of Disagreement, (c) if a Post-Closing Notice of Disagreement is received by Buyer or each Seller (as the case may be) in accordance with the time period specified in Section 1.9(b), then (i) the date Buyer and each Seller resolve in writing all differences they have with respect to the matters specified in such Post-Closing Notice of Disagreement or (ii) the date all disputed matters set forth in such Post-Closing Notice of Disagreement, are finally resolved in writing by the Accounting Firm in accordance with Section 1.9.
Final Resolution Date shall have the meaning specified in Section 1.4(a) of the Agreement.
Final Resolution Date shall be (i) thirty (30) days after delivery of the Closing Statement if no Objection Notice is delivered or (ii) if an Objection Notice is timely delivered, then the earlier of when the parties reach a written agreement on the value of the disputed times or the Independent Accounting Firm delivers its report.
Final Resolution Date means the date that an Indemnification Claim is finally determined in accordance with Section 4(a): (A) if no Objection Notice is delivered by the Notified Person, the 31st day after the date that the Claim Notice is delivered, (B) if prior to the date described in clause (A) above, the Notified Person provides affirmative written instructions to the Escrow Agent to release the Escrow Property for the amount set forth in the Claim Notice, the date that the Escrow Agent receives such written instructions, (C) if the Notified Person provides an Objection Notice that disputes only a portion of the Indemnification Claim Amount, with respect to the undisputed portion of such Indemnification Claim Amount, the date that the Escrow Agent receives such Objection Notice, or (D) with respect to any disputed Indemnification Claim Amount, either (I) the date that the Escrow Agent receives Joint Instructions or (II) the date of the Final Order. For any Escrow Shares to be disbursed under this Agreement with respect to Indemnification Claims, the Escrow Shares shall be valued at the Purchaser Share Price as of the Final Resolution Date of such Indemnification Claim. For the determination of the Escrow Shares to be withheld for the Reserved Amount, the Escrow Shares shall be valued at the Purchaser Share Price as of the first day after the Expiration Date.
Final Resolution Date means the earlier of: (a) the end of the five (5) Business Day period referred to above in this Section 6.4(1), if the Purchaser does not submit an Amended Offer or (b) if the Purchaser submits an Amended Offer, the date that the Board determines, after having considered, discussed and negotiated in good faith with the Purchaser any Amended Offer, that the Superior Proposal would nonetheless remain a Superior Proposal and the Company has rejected the Amended Offer. If the Final Resolution Date would not terminate before the Company Meeting, the Company shall, at the request of the Purchaser, adjourn the Company Meeting to a date that is no less than two (2) and not more than five (5) Business Days after the Response Period.