Subsequent Determination Sample Clauses
A Subsequent Determination clause defines how decisions or findings made after the initial agreement can affect the parties' rights or obligations. Typically, this clause allows for adjustments to terms, payments, or responsibilities if new information, regulatory rulings, or factual developments arise after the contract is signed. Its core function is to provide a mechanism for adapting the agreement to changing circumstances, thereby reducing uncertainty and ensuring fairness if unforeseen events occur.
Subsequent Determination. 37 Subsidiary....................................................................49
Subsequent Determination. If the Buyer shall have submitted a Notice of Claim specifying a Contingent Claim Amount prior to the Escrow Release Date, the Buyer shall promptly determine the actual amount of the indemnification payment to which it claims to be entitled in respect of such claim (the "Deferred Claim Amount") and deliver to the Escrow Agent and the Seller a notice setting forth the Deferred Claim Amount, including a detailed description of the method of calculating such Deferred Claim Amount (the "Determination Notice"). Unless, within 15 days after the receipt of such Determination Notice (the expiration of such 15 day period being herein referred to as the "Deferred Return Date"), the Seller shall have delivered to the Escrow Agent and the Buyer a Notice of Objection contesting the merits or amount of such Determination Notice, the Escrow Agent shall, within 10 days after the Deferred Return Date, deliver to the Buyer from the Escrow Deposit the lesser of the Escrow Deposit and the Deferred Claim Amount. If the Buyer shall not deliver a Determination Notice with respect to any Contingent Claim Amount by the later of the Escrow Release Date and 180 days after the date Buyer delivers a Payment Notice with respect to such Contingent Claim Amount, the Buyer and the Seller shall promptly thereafter refer such matter to the AAA pursuant to Section 2.5 for a determination of, and the Seller and the Buyer shall expressly instruct the arbitrator or arbitrators to determine, the appropriate portion of the Escrow Deposit to be retained in escrow, including, where applicable, on and after the Escrow Release Date, with respect to such Contingent Claim Amount (the "Estimate", it being understood that the determination of such Estimate shall be without prejudice to the Buyer's right to assert a claim under the Asset Purchase Agreement or the Guaranty for the actual amount of the Seller's liability under the Indemnification Provisions in respect of such Contingent Claim Amount in excess of such Estimate, or to the Seller's right to the distribution in accordance herewith of the amount by which such Estimate exceeds the actual amount of the Seller's liability under the Indemnification Provisions in respect of such Contingent Claim Amount, and that in making such determination, the arbitrator or arbitrators shall not be bound or limited by, or precluded from applying, the "more likely than not" standard set forth in Section 2.2 hereof, but shall instead apply whatever standard such arbi...
Subsequent Determination. 29 Subsidiaries.....................................................................................................
Subsequent Determination. The second sentence of paragraph (b) of Section 9.1 of the Agreement is hereby amended by the substitution of the words "after August 1, 2001" for the clause "after the expiration or waiver of Buyer's right to terminate this Agreement pursuant to Section 11.1(f)".