Common use of Resolution of Objections to Claims Clause in Contracts

Resolution of Objections to Claims. If the Shareholders’ Representative shall object in writing to any claim or claims by Parent made in any Officer’s Certificate, Parent shall have thirty days after its receipt of the Objection Notice to respond in a written statement to such objection (such 30-day period, the “Response Period”). (a) If after the expiration of the Response Period there remains a dispute as to any claims, the Shareholders’ Representative and Parent shall attempt in good faith for twenty days thereafter to agree upon the rights of the respective parties with respect to each of such claims. (b) If no such agreement can be reached after good faith negotiation, the Shareholders’ Representative and a senior representative of Parent shall meet within ten days of the expiration of such 20-day period and negotiate in good faith for one day with an impartial mediator in San Francisco, California. (c) If no agreement can be reached after good faith mediation, the arbitration provisions of Section 8.11 shall be followed and the decision of the arbitrator regarding such claim shall be binding and conclusive upon the parties to this Agreement.

Resolution of Objections to Claims. If the Shareholders’ Representative Parent shall object in writing to any claim or claims by Parent the Shareholders’ Representative made in any Officer’s Shareholders’ Representative Certificate, Parent the Shareholders’ Representative shall have thirty days after its receipt of the Parent Objection Notice to respond in a written statement to such objection (such 30-day period, the “Shareholders’ Representative Response Period”). (a) If after the expiration of the Shareholders’ Representative Response Period there remains a dispute as to any claims, Parent and the Shareholders’ Representative and Parent shall attempt in good faith for twenty 20 days thereafter to agree upon the rights of the respective parties with respect to each of such claims. (b) If no such agreement can be reached after good faith negotiation, the Shareholders’ Representative and a senior representative of Parent and the Shareholders’ Representative shall meet within ten days of the expiration of such 20-day period and negotiate in good faith for one day with an impartial mediator in San Francisco, California. (c) If no agreement can be reached after good faith mediation, the arbitration provisions of Section 8.11 shall be followed and the decision of the arbitrator regarding such claim shall be binding and conclusive upon the parties to this the Agreement.