Common use of Allocation of Purchase Price; Tax Treatment Clause in Contracts

Allocation of Purchase Price; Tax Treatment. The parties agree to allocate the purchase price and all other capitalizable costs among the assets purchased hereunder for all purposes (including accounting and tax) in accordance with an allocation schedule to be agreed after exercise of the Option. A draft of the allocation schedule shall be prepared by PBC and delivered to Owner not less than ten (10) days prior to the Closing Date. If Owner notifies PBC in writing that Owner reasonably objects to one or more items reflected in the allocation schedule, the parties shall attempt to resolve such dispute through good faith negotiations; provided, however, that any unresolved dispute shall be resolved by independent accountants practicing in the Seattle, Washington area with industry experience to be engaged for that purpose and agreed to by the parties. The fees and expenses of such accounting firm shall be shared equally. Owner and PBC will each report, act and file state and federal tax returns in all respects and for all purposes consistent with such allocation.