Common use of Resolution Procedures Clause in Contracts

Resolution Procedures. (a) If another section of this Agreement grants to REI (or its successor REGCO) or to UNREGCO the right to invoke the resolution procedures of this Section 8.3 to disagree with an amount, allocation, characterization or other item of information provided to it by the other party and if within 15 days of receiving notice of such amount, allocation, characterization or other item of information, REI (or its successor REGCO) or UNREGCO, as the case may be, invokes the resolution procedures of this Section 8.3 by sending written notice to the other party, then (i) the parties shall jointly select a Tax Expert to determine the correct amount, allocation or other information that is in dispute, (ii) the parties shall share the costs of such Tax Expert equally, (iii) the parties agree to be bound by the decision reached by the Tax Expert, (iv) the due date of a payment based on or equal to an amount, allocation or other information that is being determined by the Tax Expert pursuant to this Section 8.3(a) shall be extended to the date that is 5 days after the Tax Expert renders a decision as to the correct amount, allocation, characterization or other item of information and (v) if the otherwise applicable due date of payment is extended pursuant to Section 8.3(a)(iv), then the party making such payment shall add to the amount of such payment (as determined in accordance with the determination by the Tax Expert under this Section 8.3(a)) interest for the period of such extension. The amount of interest that accrues during such extension period shall be computed in accordance with the procedures set forth in Section 6.9. (b) If another section of this Agreement grants to REI (or its successor REGCO) or to UNREGCO, as the case may be, the right to invoke the resolution procedures of this Section 8.3 to disagree with an amount, allocation, characterization or other item of information provided to it by the other party and REI (or its successor REGCO) or UNREGCO, as the case may be, does not invoke the resolution procedures of this Section 8.3 within 15 days of receiving -41- 43 notice of such amount, allocation, characterization or other item of information, then the amount, allocation, characterization or other item of information provided to REI (or its successor REGCO) or to UNREGCO by the other party shall be deemed conclusive and correct as between REI (or its successor REGCO) and UNREGCO.