Proposed Allocation Schedule definition

Proposed Allocation Schedule has the meaning provided in Section 6.2.

Proposed Allocation Schedule shall have the meaning set forth in Section 9.9(b).

Proposed Allocation Schedule has the meaning set forth in Section 2.02(b).

Examples of Proposed Allocation Schedule in a sentence

• Within *** days after the Proposed Allocation Schedule has been delivered to Kadmon, Kadmon shall deliver its comments thereon, if any, to AbbVie and AbbVie shall consider such comments in good faith and reflect such comments as it deems appropriate into a final allocation schedule (the “Allocation Schedule”).

• The Proposed Allocation Schedule shall be subject to the reasonable approval of CNN and CEG.

• Seller and Buyer hereby agree that, and acknowledge their previous agreement that, notwithstanding the requirement in Section 5.2(f) of the Agreement that within one hundred twenty (120) days after the Closing, Buyer shall deliver to the Seller Representative the Proposed Allocation Schedule, the Proposed Allocation Schedule delivery date shall be extended such that Buyer shall deliver to the Seller Representative the Proposed Allocation Schedule no later than December 31, 2017.

• If the Parties are able to agree on an allocation of Purchase Price within thirty (30) Days of the receipt of the Proposed Allocation Schedule, then the Parties shall embody such agreement in a final allocation schedule (the “Final Allocation Schedule”).

• If Sellers fail to deliver an Allocation Notice of Objection in accordance with this Section 10.2(a), the Proposed Allocation Schedule will be conclusive and binding on all parties and will become the “Final Allocation Statement”.

More Definitions of Proposed Allocation Schedule

Proposed Allocation Schedule has the meaning set forth in Section 1.4 hereof.

Proposed Allocation Schedule as defined in Section 10.3(h)(ii).

Proposed Allocation Schedule has the meaning given to it in Paragraph 1.2 of Part E of Schedule 13 (Tax);

Proposed Allocation Schedule has the meaning set forth in Section 7.12(g).

Proposed Allocation Schedule has the meaning set forth in Section 10.7(a). “Proposed Final Balance Sheet” has the meaning given to such term in Section 2.5(a).

Proposed Allocation Schedule has the meaning provided such term in Section 2.4(b). “Purchase Price” has the meaning set forth in Section 2.2. “Real Property” means the Owned Real Property, the Leased Real Property and the Easements. “Real Property Leases” has the meaning provided such term in Section 3.9(b). “Records” has the meaning provided such term in Section 6.15. “Reference Balance Sheet Date” has the meaning provided such term in Section 3.6(a)(ii). “Release” means any spilling, leaking, migrating, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, disposing or placing into, onto, in, on or through the environment, including any wetland, natural resource, ambient air, surface water, groundwater, subsurface strata, soil or land, including land surface or sub-surface. “Releasee” has the meaning provided such term in Section 11.20(b). “Representatives” means a Person’s directors, managers, general partner, officers, trustees, fiduciaries, employees, attorneys and accountants. 13

Proposed Allocation Schedule has the meaning set forth in Section 5.2(e)(iii). (zzzz) “Purchase Price” has the meaning set forth in Section 2.1. (aaaaa) “Real Property” has the meaning set forth in Section 3.13(c). (bbbbb) “Recent Balance Sheet” has the meaning set forth in Section 3.5(a). (ccccc) “Refund” has the meaning set forth in Section 5.2(c)(ii). (ddddd) “Sale of the Business” means the sale or transfer of all or substantially all of the assets of the Business to any Person. (eeeee) “Schedule” has the meaning set forth in Article 3. (fffff) “Second Earn-Out Year” has the meaning set forth in Section 2.2(d). (ggggg) “Second Earn-Out Year Payment” has the meaning set forth in Section 2.2(d). (hhhhh) “Second Year Uncontested Amount” has the meaning set forth in Section 2.2(d). (iiiii) “Securities Act” has the meaning set forth in Section 4.6. (jjjjj) “Section 338(h)(10) Election” has the meaning set forth in Section 5.2(e). (kkkkk) “Shares” has the meaning set forth in the recitals of this Agreement. (lllll) “Shareholder Indemnified Parties” has the meaning set forth in Section 6.2. (mmmmm) “Shareholders” has the meaning set forth in the preamble of this Agreement. (nnnnn) “Straddle Period” means any Tax period that begins before the Closing Date and ends after the Closing Date.