Common use of Indemnification Statement Clause in Contracts

Indemnification Statement. If Sellers agree to the Indemnification Statement amount, Sellers shall pay to Buyer an amount equal to the Taxes shown on the Indemnification Statement less any amounts paid by Sellers or the Companies on or before the Closing Date with respect to estimated taxes not later than three business days before the due date (including any extensions thereof) for payment of Taxes with respect to such Straddle Period Return. If the parties are unable to resolve any dispute within thirty (30) business days after Sellers' receipt of such Straddle Period Return and Indemnification Statement, such dispute shall be resolved by the Unrelated Accounting Firm, which shall resolve any issue in dispute as promptly as practicable. If the Unrelated Accounting Firm is unable to make a determination with respect to any disputed issue prior to the due date (including any extensions) for the filing of the Straddle Period Return in question, (A) Buyer shall file, or shall cause to be filed, such Straddle Period Return without such determination having been made and (B) Sellers shall pay to Buyer, not later than three days before the due date (including any extensions thereof) for the payment of Taxes with respect to such Straddle Period Return, an amount determined by Sellers as the proper amount chargeable to Sellers pursuant to this Section 5.

Appears in 1 contract

Sources: Stock Purchase Agreement (Sprint Corp)

Indemnification Statement. If Sellers agree Seller agrees to the Indemnification Statement amount, Sellers Seller shall pay to Buyer an amount equal to the Taxes shown on the Indemnification Statement less any amounts paid by Sellers Seller or the Companies Company on or before the Closing Date with respect to estimated taxes not not-later than three (3) business days before the due date (including any extensions thereof) for payment of Taxes with respect to such Straddle Period Return. If the t he parties are unable to resolve any dispute within thirty fifteen (3015) business days after Sellers' Seller's receipt of such Straddle Period Return and Indemnification Statement, such dispute shall be resolved by the Unrelated Accounting Firm[Independent Accountants], which shall resolve any issue in dispute as promptly as practicable. If the Unrelated Accounting Firm is Independent Accountants are unable to make a determination with respect to any disputed issue prior to the due date (including any extensions) for the filing of the Straddle Period Return in in, question, (A) Buyer shall file, or shall cause to be filed, such Straddle Period Return without such determination having been made and (B) Sellers shall pay to Buyer, not later than three days before the due date (including any extensions thereof) for the payment of Taxes with respect to such Straddle Period Return, an amount determined by Sellers as the proper amount chargeable to Sellers pursuant to this Section 5.shall

Appears in 1 contract

Sources: Stock Purchase Agreement (Medaphis Corp)