Proposed Post-Closing Adjustment definition

Proposed Post-Closing Adjustment has the meaning set forth in Section 3.3(c).

Proposed Post-Closing Adjustment has the meaning set forth in Section 17.7(b). “Proratable Tax Item” means the Property Taxes assessed with respect to the Project Site for the year in which the Closing occurs. For the avoidance of doubt, no Tax other than a Property Tax shall be a Proratable Tax Item.

Proposed Post-Closing Adjustment has the meaning set forth in Section 17.7(b).

Examples of Proposed Post-Closing Adjustment in a sentence

• The Conservation officer continues by stating that ‘The Heritage Statement has highlighted the importance of the survival of historic fabric and its architectural detailing but the proposal sets out to erode this, creating a building of similar form and scale throughout, interfering with historic details and introducing new, prominent elements which will detract from the historic architecture.

• If Purchaser objects to the Proposed Post-Closing Adjustment, the Parties shall attempt to resolve such dispute by negotiation.

• If the Parties are unable to resolve such dispute within thirty (30) days after any objection by Purchaser, the Parties shall appoint the Independent Accounting Firm, which shall, at Seller’s and Purchaser’s joint expense, review the Proposed Post-Closing Adjustment and determine the appropriate adjustment to the Purchase Price, if any, within thirty (30) days after such appointment.

More Definitions of Proposed Post-Closing Adjustment

Proposed Post-Closing Adjustment has, in respect of each Purchaser, the meaning set forth in Section 3.5(b).

Proposed Post-Closing Adjustment has the meaning set forth in Section

Proposed Post-Closing Adjustment has the meaning set forth in Section 3.3(c). (75) "Proprietary Information" of a Party means all information about the Party or its Affiliates, including their respective properties or operations, furnished to the other Party or its Representatives by the Party or its Representatives, after the date hereof, regardless of the manner or medium in which it is furnished. Proprietary Information does not include information that: (a) is or becomes generally available to the public, other than as a result of a disclosure by the other Party or its Representatives; (b) was available to the other Party on a nonconfidential basis prior to its disclosure by the Party or its Representatives; (c) becomes available to the other Party on a nonconfidential basis from a person, other than the Party or its Representatives, who is not otherwise bound by a confidentiality agreement with the Party or its Representatives, or is not otherwise under any obligation to the Party or any of its Representatives not to transmit the information to the other Party or its Representatives; (d) is independently developed by the other Party; or (e) was disclosed pursuant to the Confidentiality Agreement and remains subject to the terms and conditions of the Confidentiality Agreement. (76) "Purchased Assets" has the meaning set forth in Section 2.1. (77) "Purchase Price" has the meaning set forth in Section 3.2. (78) "Qualifying Offer" has the meaning set forth in Section 6.10(b). (79) "Real Property" has the meaning set forth in Section 2.1(a). (80) "Real Property Leases" has the meaning set forth in Section 4.6. (81) "Release" means release, spill, leak, discharge, dispose of, pump, pour, emit, empty, inject, leach, dump or allow to escape into or through the environment. (82) "Remediation" means action of any kind to address a Relexxx xr the presence of Hazardous Substances at the Site or an off-Site location including, without limitation, any or all of the following activities to the extent they relate to or arise from the presence of a Hazardous Substance at the Site or an off- Site location: (a) monitoring, investigation, assessment, treatment, cleanup, containment, removal, mitigation, response or restoration work; (b) obtaining any permits, consents, approvals or authorizations of any Governmental Authority necessary to conduct any such activity; (c) preparing and implementing any plans or studies for any such activity; (d) obtaining a written notice from a Governmental Authority with...

Proposed Post-Closing Adjustment means each of the PB1 Proposed Post-Closing Adjustment, the PB2 Proposed Post-Closing Adjustment, the PB3 Proposed Post-Closing Adjustment and the PB4 Proposed Post-Closing Adjustment; collectively, the "Proposed Post-Closing Adjustments".