Final Accounting Statement. (a) On or before the one hundred twentieth (120th) day after the Closing Date, Seller shall prepare and deliver to Buyer a revised Closing Statement setting forth a detailed calculation of the actual Purchase Price Adjustments (the “Accounting Statement”). The Accounting Statement shall include any adjustment or payment which was not finally determined as of the Closing Date, including any Gas Imbalances, and the allocation of revenues and expenses as determined in accordance with Section 12.02. Seller shall provide Buyer such data and information as Buyer reasonably may request supporting the amounts reflected on the Accounting Statement to permit Buyer to agree to the Accounting Statement. The Accounting Statement shall become final and binding on the Parties on the 31st day following receipt by Buyer (the “Final Settlement Date”) unless Buyer gives written notice of its disagreement (a “Notice of Disagreement”) to Seller prior to that date, and upon such Notice of Disagreement, the Accounting Statement will be final and binding with respect to all matters other than those specified in the Notice of Disagreement. Any Notice of Disagreement shall specify in detail the dollar amount, nature and basis of any disagreement so asserted. If a Notice of Disagreement is received by Seller in a timely manner, then the Parties shall resolve the Dispute evidenced by the Notice of Disagreement in accordance with Article XVIII.
Final Accounting Statement. (a) On or before ninety (90) calendar days after the Closing Date, Seller shall prepare and deliver to Buyer a post-closing statement setting forth a detailed calculation of all post-Closing adjustments applicable to the period for time between the Effective Time and Closing (“Accounting Statement”). The Accounting Statement shall include any adjustment or payment which was not finally determined as of the Closing Date and the allocation of revenues and expenses as determined in accordance with Section 12.01. To the extent reasonably required by Seller, Buyer shall assist in the preparation of the Accounting Statement. Seller shall provide Buyer such data and information as Buyer may reasonably request supporting the amounts reflected on the Accounting Statement in order to permit Buyer to perform or cause to be performed an audit. The Accounting Statement shall become final and binding upon the Parties on the thirtieth (30th) calendar day following receipt thereof by Buyer (the “Final Settlement Date”) unless Buyer gives written notice of its disagreement (a “Notice of Disagreement”) to Seller prior to such date. Any Notice of Disagreement shall specify in detail the dollar amount, nature and basis of any disagreement so asserted. If a Notice of Disagreement is received by Seller in a timely manner, then the Parties shall resolve the Dispute (as defined in Section 16.01) evidenced by the Notice of Disagreement in accordance with Article XVI. Notwithstanding the foregoing, settlement among the Parties for ad valorem taxes shall be determined when rendered by the applicable taxing authorities subject to final determination.
Final Accounting Statement. Within ninety (90) days after the date of Closing, Seller shall prepare a final accounting statement (the "Final Accounting Statement") for the adjustments to the Purchase Price provided for in Section 2.3 and any other adjustments arising pursuant to this Agreement. Seller shall submit the Final Accounting Statement to Buyer, along with copies of third-party vendor invoices in excess of $2,500.00, or other evidence of expenses agreed to by Seller and Buyer; and Buyer shall have ten (10) days to review same and confirm the accuracy thereof. Upon agreement by Seller and Buyer as to the accuracy of said Final Accounting Statement, or upon the expiration of said ten (10) day period, whichever occurs first, Buyer or Seller, whichever the case may be, shall promptly pay to the other such sum as may be found due, after making adjustments for any payments made at Closing in accordance with the Closing Statement. If Seller and Buyer are unable to agree to all adjustments respecting the Final Accounting Statement within ten (10) days after Buyer's receipt of the Final Accounting Statement submitted by Seller, adjustments which are not in dispute shall be made between Seller or Buyer at the expiration of such 10-day period, and as to the adjustments which remain in dispute, Seller and Buyer shall continue to negotiate in good faith to reach a final agreement as to such disputed adjustments. Provided, however, if Seller and Buyer are unable to agree to such final adjustments within thirty (30) days after Seller provides the Final Accounting Statement to Buyer, either party may submit such disagreement to arbitration as provided in Sections 7.6 and 7.7; provided that, in such instance, the arbitrator shall be a regional independent accounting firm selected by mutual agreement of the parties. The costs and expenses of the arbitration shall be borne equally by the parties. Within five (5) days after the decision of the arbitrator, the Seller or Buyer, as the case may be, shall promptly make a cash payment to the other equal to the sum as may be found to be due as the Final Accounting Statement. Nothing in this Section shall limit any right of either party to assert a claim for revenues or reimbursement after the Final Accounting Statement, and in this regard (i) should any party receive revenues to which the other is entitled, such party shall pay over such revenues to the appropriate party within 30 days of receipt thereof, and (ii) should any party pay for costs or ex...
Final Accounting Statement. (a) On or before ninety (90) days after the latest of the Closing Date and the resolution of all Title Defects and Environmental Defects pursuant to the terms of this Agreement, Sellers shall prepare and deliver to Buyer a post-Closing statement setting forth a detailed calculation of all Unadjusted Purchase Price adjustments applicable to the Unadjusted Purchase Price (the “Accounting Statement”). The Accounting Statement
Final Accounting Statement. (a) On or before ninety (90) days after the Closing Date, Seller shall prepare and deliver to Purchaser a post-closing statement setting forth a detailed calculation of all adjustments not taken into account in preparing the Closing Statement (the “Final Accounting Statement”). The Final Accounting Statement shall include any adjustment or payment which was not fully and finally determined as of the Closing Date and reflected in the Closing Statement and the allocation of revenues and expenses as determined in accordance with Section 11.01. To the extent reasonably required by Seller, Purchaser shall assist in the preparation of the Final Accounting Statement and Purchaser agrees to provide Seller with reasonable access to such data and information as Seller may reasonably request supporting the amounts reflected on the Final Accounting Statement.
Final Accounting Statement. Upon termination of this Agreement, Owner-Operator shall promptly deliver to Counterparty a final Accounting Statement effective as of the date of such termination (taking into account the balance of any reserve or operating accounts existing as of the date of such termination) and the Parties shall promptly pay any final Net Profits or Net Loss in accordance with the terms of Section 2.3.
Final Accounting Statement. (a) On or before the one hundred twentieth (120th) day after the Closing Date, Seller shall provide to Buyer a revised Closing Statement setting forth a detailed calculation of the actual Purchase Price Adjustments (the “Accounting Statement”). The Accounting Statement shall include any adjustment or payment which was not finally determined as of the Closing Date, including any Gas Imbalances, and the allocation of revenues and expenses as determined in accordance with Section 14.02. Seller shall provide Buyer such data and information as Buyer reasonably may request supporting the amounts reflected on the Accounting Statement to permit Buyer to evaluate the same. To the extent that Seller and Buyer are unable to agree upon any adjustments on or before thirty (30) days after the date set forth above, then the Parties shall resolve the Dispute in accordance with Article XX.
Final Accounting Statement. Subsequent to the Closing Date, a final accounting statement will be prepared by Springbank, subject to verification by Futures, based upon the actual income and expenses between the Effective Date and the Closing Date. Springbank or Futures, as the case may be, shall pay to the other such sums as may be found to be due in said final account (the "Final Account Adjustment").
Final Accounting Statement. Subsequent to the Closing Date, a final accounting statement will be prepared by DCC, subject to verification by Southstar, based upon the actual income and expenses between the Effective Date and the Closing Date. DCC or Southstar, as the case may be, shall pay to the other such sums as may be found to be due in said final account (the "Final Account Adjustment").
Final Accounting Statement. Subsequent to the Closing Date, a final accounting statement will be prepared by GSC, subject to verification by Futures, based upon the actual income and expenses between the Effective Date and the Closing Date. GSC or Futures, as the case may be, shall pay to the other such sums as may be found to be due in said final account (the "Final Account Adjustment").
