Closing Statement Objection definition
Examples of Closing Statement Objection in a sentence
Any such Closing Statement Objection Notice shall specify in reasonable detail those items and amounts as to which the Company disagrees.
After the end of such 30-day period other than as set forth in Section 1.4(c) below, neither Buyer nor the Company may introduce additional disagreements with respect to any item in the Closing Statement or increase the amount of any disagreement, and any item not so identified on the Closing Statement Objection Notice shall be deemed to be agreed to by the Parties.
If, during such period, the Company and Buyer are unable to reach such agreement, they shall promptly thereafter cause the Auditor to promptly review this Agreement for the purpose of calculating the value of those items or amounts disputed by the Company in the Closing Statement Objection Notice which remain in dispute.
In making such calculations, the Auditor (i) shall consider only those items or amounts disputed by the Company in the Closing Statement Objection Notice which remain in dispute, and (ii) shall make whatever determination of each disputed items or amounts that it deems to be the most consistent with the terms of this Agreement.
The Buyer will have 30 days from the date on which it receives the Closing Statement Objection to review and respond to such Closing Statement Objection (the “Buyer Response”).
If the Seller delivers a written notice to the Purchaser in response to a Closing Statement Objection pursuant to Section 2.3(d), then the Seller and the Purchaser shall promptly meet and attempt in good faith to resolve only those items which have been raised in the Closing Statement Objection and where Purchaser and Seller have yet to agree (the “Closing Statement Dispute”).
If Buyer delivers a written notice to Parent in response to a Closing Statement Objection pursuant to Section 2.3(d), then Parent and Buyer shall promptly meet and attempt in good faith to resolve any dispute or disagreement relating to the Preliminary Closing Statement and the calculation of Net Working Capital as of the Closing Date (the “Balance Sheet Dispute”).
If Buyer does not deliver any such written notice to Seller within such 30-day period, then Buyer shall be deemed to have accepted the Closing Statement Objection.
If the Buyer delivers a written notice to Parent in response to a Closing Statement Objection pursuant to Section 2.4.4, then the Buyer and Parent shall promptly meet (in person, by telephone or otherwise) and attempt in good faith to resolve any dispute or disagreement relating to the Buyer Closing Statement and the calculation of Net Working Capital and Accounts Receivable as of the Effective Time (the “Closing Statement Dispute”).
If the Vendors shall have delivered the Closing Statement Objection Notice within the 10-day period referred to in Section 2.4(3) above, then the Vendors’ Representative and the Purchaser shall, during the thirty (30) day period following such delivery, use their good faith efforts to reach agreement on the disputed items or amounts.