Common use of Report by Seller Clause in Contracts

Report by Seller. (a) The Seller must deliver to the Buyer, by no later than the end of the Review Period, a report (Seller’s Report) stating whether or not the Seller agrees with the Adjustment Amount and the allocation of the Adjustment Amount amongst the Sale Shares in the draft Completion Accounts. (b) If the Seller does not agree with the Adjustment Amount or its allocation in the draft Completion Accounts the Seller must also set out in the Seller’s Report: (1) the matters in respect of which it disagrees with the draft Completion Accounts (Disputed Matters); Schedule 5 Completion Accounts (2) the grounds on which the Seller disagrees with the draft Completion Accounts; and (3) its opinion as to the Adjustment Amount and the allocation of the Adjustment Amount amongst the Sale Shares.

Appears in 1 contract

Sources: Share Sale Agreement

Report by Seller. (a) The Seller must deliver to the Buyer, by no later than the end of the Review Period, a report (Seller’s Report) stating whether or not the Seller agrees with the Adjustment Amount and the allocation of the Adjustment Amount amongst the Sale Shares in the draft Completion Accounts. (b) If the Seller does not agree with the Adjustment Amount or its allocation in the draft Completion Accounts the Seller must also set out in the Seller’s Report: (1) the matters in respect of which it disagrees with the draft Completion Accounts (Disputed Matters); Schedule 5 Completion Accounts; (2) the grounds on which the Seller disagrees with the draft Completion Accounts; and (3) its opinion as to the Adjustment Amount and the allocation of the Adjustment Amount amongst the Sale Shares.

Appears in 1 contract

Sources: Share Sale Agreement (Homeaway Inc)