Audit Dispute Resolution Sample Clauses

The Audit Dispute Resolution clause establishes a process for resolving disagreements that arise from audit findings between parties to a contract. Typically, this clause outlines the steps to be taken if one party contests the results of an audit, such as requiring negotiation, mediation, or arbitration before resorting to litigation. By providing a clear mechanism for addressing audit-related disputes, the clause helps prevent prolonged conflicts and ensures that both parties have a fair opportunity to resolve issues efficiently and amicably.
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Audit Dispute Resolution. Until the applicable Audit Period Termination Date, OSI shall, upon request, make available during normal business hours all books and records related to the respective Contingent Payments pursuant to this Section 4 for review by the Stockholder Representative. The applicable Audit Period Termination Date shall mean, for the review of books and records related to the First Contingent Payment and the Second Contingent Payment, 60 days after OSI makes available to the Stockholder Representative audited financial statements covering the period between the date of this Agreement and June 30, 2003; for the review of books and records related to the PFNA Amounts, 60 days after OSI makes available to the Stockholder Representative audited financial statements covering each fiscal period between the date of this Agreement and the fifth anniversary of this Agreement; provided, however, that the Stockholder Representative shall not undertake such review more than once per any 90 day period. In the event that the Stockholder Representative disputes OSI’s determination of the amount of the Contingent Payment or whether a payment pursuant to Section 4 should be, or should have been, made, the Stockholder Representative shall notify OSI in writing (a “Contingent Payment Dispute Notice”) of the amount, nature and basis of such dispute. The Stockholder Representative and OSI shall first endeavor to resolve such dispute among themselves. If the Stockholder Representative and OSI are unable to resolve the dispute within forty-five (45) calendar days, the dispute shall be submitted to arbitration. Such arbitration shall be held in Los Angeles, California and shall be conducted before a single arbitrator in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The decision of the arbitrator regarding any issue raised in the Contingent Payment Dispute Notice shall be binding and conclusive. The parties agree to complete such arbitration as expeditiously as reasonably possible.
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Audit Dispute Resolution. If any Party disagrees with an audit finding from an audit conducted under Section 13.1, the Party may within fifteen (15) Business Days of the‌ receipt of the audit report request in writing that the audit be reviewed by providing such request to all of the Parties. After any such request, the affected Parties will review the expenditure and will endeavor to agree upon whether an over- or under-billing occurred. If, after the review, the affected Parties determine that the expenditure was over- or under-billed, an adjustment to the billing that is the subject of the audit finding will be made to eliminate the over- or under- billing and an adjusted bill will be sent as provided for in Section 13.3. Each Party that receives a payment as a result of under- or over-billing will reimburse the Initiating Party as provided for in Section 13.3. If within thirty (30) Business Days of the date of the mailing of the written request for review the affected Parties are unable to agree in writing on a modification of the expenditure to eliminate the over- or under-billing, the matter will be submitted to dispute resolution pursuant to Section 9.
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Audit Dispute Resolution. If the IHCP is dissatisfied with the Department’s interpretation of an audit related issue, the IHCP may pursue the review process used for audits to resolve the dispute.
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Audit Dispute Resolution. If the MCO is dissatisfied with the Department’s interpretation of an audit related issue, the MCO may pursue the review process used for audits to resolve the dispute.
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Audit Dispute Resolution. In the event that Tenant disputes the result of any Landlord's audit of Tenant's books and records with respect to the Leased Property or any portion thereof, Tenant shall so notify Landlord in writing ("Tenant's Dispute Notice") within twenty (20) days of Tenant's receipt of said audit. During the thirty (30) day period thereafter, the parties shall endeavor to negotiate a settlement of such dispute, failing which either party may give written notice (the "Resolution Notice") to the other of its election to have the dispute settled by an independent third party and shall designate in its Resolution Notice an accountant from one of the nationally recognized accounting firms. If no Resolution Notice is given and the parties have not agreed upon a settlement of the issues raised in Tenant's Dispute Notice within thirty (30) days of the date Tenant's Dispute Notice is given, then Landlord's audit shall be deemed final, conclusive and binding on the parties. If the Resolution Notice is given, the recipient thereof shall, within fifteen (15) days of the date of the Resolution Notice, designate an accountant from a different nationally recognized accounting firm. The two designated accountants shall then designate a third accountant (the "Arbitrator") who shall review Landlord's audit and the dispute and issue, within forty-five (45) days of his designation, a decision which shall be conclusive and binding upon the parties. If the recipient of the Resolution Notice fails to designate an accountant within said fifteen (15) day period, then the accountant designated in the Resolution Notice shall be the Arbitrator. If the two designated accountants fail to select the Arbitrator within thirty (30) days of the date the second accountant is designated, then either party may petition the head of the Illinois Association for Certified Public Accountants to designate the Arbitrator. The cost of the Arbitrator shall be split evenly between the parties unless the Arbitrator agrees with the conclusion of Landlord's audit, in which event the cost of the Arbitrator shall be borne exclusively by Tenant.
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Audit Dispute Resolution. If the State, in good faith, provides Provider with written notice of an alleged error in the amount of underpaid fees due Provider as a result of an audit (the "dispute"), then the parties will endeavor to resolve the dispute in accordance with this paragraph. Each party will appoint a Vice President, Assistant Director, or the equivalent (hereinafter referred to as “Representative”) to discuss the dispute and no formal proceedings for the judicial resolution of such dispute, except for the seeking of equitable relief or those required to avoid non-compliance with the New Jersey Contractual Liability Act, N.J.
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Audit Dispute Resolution. (i) For a period of thirty (30) calendar days after the receipt of the Combined Calculation Statement, unless an Approval Notice has been delivered, the Purchaser shall, upon request, make available during normal business hours all books and records related to the Calculation Statement and executive officers of the Purchaser and its Affiliates (or other personnel at the discretion of the Purchaser), for review by the Seller Entities and their accountants, subject to the terms of the Confidentiality Agreement. (ii) In the event that the Seller Entities dispute the Purchaser’s calculation of the Gross Profit set forth in the Combined Calculation Statement, the Seller Entities shall notify the Purchaser in writing (an “Earnout Dispute Notice”) within thirty (30) calendar days following the Seller Entities’ receipt of the Combined Calculation Statement of the amount, nature and basis of such dispute. The Seller Entities and the Purchaser shall first endeavor to resolve such dispute among themselves. If the Seller Entities and the Purchaser are unable to resolve the dispute within thirty (30) calendar days following the receipt of an Earnout Dispute Notice, such dispute shall be submitted to an independent certified public accountant (the “Independent Accountants”) with international offices mutually appointed by the Seller Entities and the Purchaser, other than the Seller Entities’ or their Affiliates’ accountants or the Purchaser’s or its Affiliates’ accountants.
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Audit Dispute Resolution. 60 27.23 Standard of Consent/Approval................................ 60 27.24
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Related to Audit Dispute Resolution

  • I2 Dispute Resolution The Parties shall attempt in good faith to negotiate a settlement to any dispute between them arising out of or in connection with the Contract within twenty (20) Working Days of either Party notifying the other of the dispute and such efforts shall involve the escalation of the dispute to the finance director of the Contractor and the commercial director of the Authority.

  • Informal Dispute Resolution (a) Prior to the initiation of formal dispute resolution procedures (i.e., arbitration), the Parties shall first attempt to resolve their dispute at the senior manager level. If that level of dispute resolution is not successful, the Parties shall proceed informally, as follows: (i) Upon the written request of either Party, each Party shall appoint a designated representative who does not otherwise devote substantially full time to performance under this Agreement, whose task it will be to meet for the purpose of endeavoring to resolve such dispute. (ii) The designated representatives shall meet as often as the Parties reasonably deem necessary in order to gather and furnish to the other all information with respect to the matter in issue that the Parties believe to be appropriate and germane in connection with its resolution. The representatives shall discuss the problem and attempt to resolve the dispute without the necessity of any formal proceeding. (iii) During the course of discussion, all reasonable requests made by one Party to another for non-privileged non-confidential information reasonably related to this Agreement shall be honored so that each of the Parties may be fully advised of the other's position. (iv) The specific format for the discussions shall be left to the discretion of the designated representatives. (b) Prior to instituting formal proceedings, the Parties will first have their chief executive officers meet to discuss the dispute. This requirement shall not delay the institution of formal proceedings past any statute of limitations expiration or for more than fifteen (15) days. (c) Subject to Subsection (b), formal proceedings for the resolution of a dispute may not be commenced until the earlier of: (i) The designated representatives concluding in good faith that amicable resolution through continued negotiation of the matter does not appear likely; or (ii) Thirty (30) days after the initial written request to appoint a designated representative pursuant to Subsection (a), above, (this period shall be deemed to run notwithstanding any claim that the process described in this Section 11.2 was not followed or completed). (d) This Section 11.2 shall not be construed to prevent a Party from instituting, and a Party is authorized to institute, formal proceedings earlier to avoid the expiration of any applicable limitations period, or to preserve a superior position with respect to other creditors or as provided in Section 11.6(a).

  • Formal Dispute Resolution 10.6.1 If the Parties are unable to resolve the dispute through the informal procedure described in Section 10.5, then either Party may invoke the formal Dispute Resolution procedures described in this Section 10.6. Unless agreed among all Parties, formal Dispute Resolution procedures, including arbitration or other procedures as appropriate, may be invoked not earlier than sixty (60) calendar days after receipt of the letter initiating Dispute Resolution under Section 10.3.

  • Dispute Resolution (a) If the Owner Trustee or any Noteholder or Verified Note Owner requests (by written notice to TMCC or the Seller) (any such party making a request, the “Requesting Party”), that a Receivable be repurchased due to an alleged breach of a representation and warranty in Section 3.01 of this Agreement or Section 2.03 of the Receivables Purchase Agreement, and the request has not been fulfilled or otherwise resolved to the reasonable satisfaction of the Requesting Party within one-hundred eighty (180) days of the receipt of such request by TMCC or the Seller (which, if sent by a Noteholder or Verified Note Owner to the Indenture Trustee, will be required to be forwarded by the Indenture Trustee to TMCC and the Seller in accordance with the terms of Section 7.02(d) of the Indenture), then the Requesting Party will have the right to refer the matter, at its discretion, to either mediation (including non-binding arbitration) or third-party binding arbitration pursuant to this Section 11.02. Dispute resolution to resolve repurchase requests will be available regardless of whether Noteholders and Verified Note Owners voted to direct an Asset Representations Review or whether the Delinquency Trigger occurred. The Seller will provide written direction to the Indenture Trustee instructing it to notify the Requesting Party of the date when the 180-day period ends without resolution by the appropriate party, which written direction will specify the identity of such Requesting Party and the date as of which such 180-day period shall have ended. The Requesting Party must provide notice of its intention to refer the matter to mediation, to refer the matter to arbitration, or to institute a legal proceeding to the Seller within thirty (30) days after the delivery of such notice of the end of the 180-day period. The Seller agrees to participate in the resolution method selected by the Requesting Party. (b) If the Requesting Party selects mediation (including non-binding arbitration) as the resolution method, the following provisions will apply: (i) The mediation will be administered by JAMS pursuant to its Mediation Procedures in effect on the date hereof. (ii) The mediator will be impartial, knowledgeable about and experienced with the laws of the State of New York and an attorney specializing in commercial litigation with at least 15 years of experience and who will be appointed from a list of neutrals maintained by JAMS. Upon being supplied a list of at least 10 potential mediators by JAMS each party will have the right to exercise two peremptory challenges within fourteen (14) days and to rank the remaining potential mediators in order of preference JAMS will select the mediator from the remaining attorneys on the list respecting the preference choices of the parties to the extent possible. (iii) The parties will use commercially reasonable efforts to begin the mediation within thirty (30) days of the selection of the mediator and to conclude the mediation within sixty (60) days of the start of the mediation. (iv) The fees and expenses of the mediation will be allocated as mutually agreed by the parties as part of the mediation.