Final Allocation Schedule has the meaning specified in Section 2.11(c).
Final Allocation Schedule has the meaning set forth in Section 1.4 hereof.
Final Allocation Schedule has the meaning specified in Section 8(b) of this Agreement.
Examples of Final Allocation Schedule in a sentence
If no exception is taken to the Proposed Allocation Schedule, it shall become the “Final Allocation Schedule” and shall be binding upon the parties and each of Buyer and Seller shall file and cause their respective Affiliates to file all Tax Returns (including IRS Forms 8594 (or any successor form for U.S. federal Tax purposes and any comparable forms for state, local, or other Tax purposes)) in accordance with the Final Allocation Schedule.
More Definitions of Final Allocation Schedule
Final Allocation Schedule as defined in Section 10.3(h)(ii).
Final Allocation Schedule has the meaning given to it in paragraph 8 of Schedule 13;
Final Allocation Schedule shall have the meaning set forth in Section “Final Closing Statement” shall have the meaning set forth in Section “Final Reference Balance Sheet” shall have the meaning set forth in
Final Allocation Schedule has the meaning given to it in Paragraph 1.2 of Part E of Schedule 13 (Tax);
Final Allocation Schedule. Section 1.8(a)
Final Allocation Schedule has the meaning ascribed to such term in Section 6.7.
Final Allocation Schedule has the meaning set forth in Section 6.1(e). “Financial Indebtedness” shall mean (a) any monetary indebtedness for borrowed money, (b) any monetary obligations evidenced by bonds, debentures, notes or other similar instruments, and (c) any monetary obligations in the nature of accrued fees, interest, premiums or penalties in respect of any of the foregoing. “Financial Statements” has the meaning set forth in Section 4.3. “Financing” means the debt financing incurred or intended to be incurred pursuant to the Debt Commitment Letter. “Financing Conditions” means the conditions precedent to obtaining the financing set forth in the Debt Commitment Letter. “Financing Sources” means the Persons that have committed to provide or arrange any portion of the Financing or have otherwise entered into any commitment letter, engagement letter, credit agreement or other agreement in connection with the Financing, including the agents, arrangers and lenders that are parties to the Debt Commitment Letter (including the agents, arrangers and lenders party to any joinder agreements, or any similar agreements pursuant to which the Debt Commitment Letter is modified solely to add agents, arrangers, lenders or similar entities as parties thereto who had not executed the Debt Commitment Letter as of the date hereof, entered into in connection therewith), together with their respective Affiliates and their and their respective Affiliates’ officers, directors, employees, partners, trustees, shareholders, controlling persons, agents and representatives and their respective permitted successors and assigns. “Foreign Antitrust Laws and other Relevant Laws” means any applicable antitrust or other competition Laws of any non-U.S. jurisdictions and any other relevant Laws applicable in respect of any Required Approvals. “Fraud” means, with respect to each Seller Party, such Seller Party’s actual and intentional misrepresentation; provided, however, that such actual and intentional misrepresentation shall only be deemed to exist if such Seller Party makes a knowing and intentional misrepresentation of a material fact with the intent that the Buyer rely on such fact, coupled with Buyer’s detrimental reliance on such fact (and does not include any fraud claim based on constructive knowledge, negligent misrepresentation, recklessness or a similar theory). “Fundamental Representations” means the representations and warranties set forth in Section 3.1 (Organization), Section 3.2 (Authority), ...