Common use of Dispute Notices Clause in Contracts

Dispute Notices. The Escrow Agent will release to Technest the DCAA Audit Indemnity Shares set forth in the Notice of DCAA Claim, as soon as practicable, but in no event earlier than twenty one (21) Business Days following receipt by the Escrow Agent of such Notice of DCAA Claim; PROVIDED, HOWEVER, THAT if within the period of twenty (20) Business Days following receipt by the Escrow Agent of such Notice of DCAA Claim, the Escrow Agent shall have received from the Seller a written notice (a "DCAA DISPUTE NOTICE") stating that the Seller disputes in good faith the validity or the amount specified in such Notice of DCAA Claim or any portion thereof (a "DCAA DISPUTED AMOUNT" and together with any Breach Disputed Amounts, the "DISPUTED AMOUNTS") and providing in reasonable detail the reasons therefor, the Escrow Agent shall not pay any such DCAA Disputed Amount to Technest other than pursuant to SECTION 2.5 of this Agreement. Seller shall send a copy of each DCAA Dispute Notice to Technest at the same time that such DCAA Dispute Notice is sent to the Escrow Agent.