Common use of Notice of Disagreement Clause in Contracts

Notice of Disagreement. The Closing Statement shall become final and binding upon the Parties on the date (the “Final Settlement Date”) that is forty-five (45) days following receipt thereof by the Equityholders’ Representative unless the Equityholders’ Representative gives written notice of its disagreement (“Notice of Disagreement”) to Parent prior to such date. Any Notice of Disagreement shall specify in reasonable detail the dollar amount, nature and basis of any disagreement so asserted and any portion of the Closing Statement not subject to any disagreement shall be deemed to be final as set forth in the Closing Statement. If a Notice of Disagreement is received by Parent in a timely manner, then the Closing Statement (as revised in accordance with Section 2.7(d) below, if applicable) shall become final and binding on the Parties on, and the Final Settlement Date shall be, the earlier of (i) the date upon which the Equityholders’ Representative and Parent agree in writing with respect to all matters specified in the Notice of Disagreement and (ii) the date upon which the Final Closing Statement is issued by the Arbitrator.

Notice of Disagreement. The Each Closing Statement shall become final and binding upon the Parties on the date (the “Final Settlement Date”) that is forty-five (45) days following receipt thereof by the Equityholders’ Representative Advisor Parent and GNL, as applicable, unless the Equityholders’ Representative Advisor Parent or GNL gives written notice of its disagreement (a “Notice of Disagreement”) to Parent the other Party prior to such date. Any Notice of Disagreement shall specify in reasonable detail the dollar amount, nature and basis of any each item of disagreement so asserted and any portion of the Closing Statement not subject to any disagreement shall be deemed to be final as set forth in the Closing Statementasserted. If a Notice of Disagreement is received by Advisor Parent or GNL in a timely manner, then the applicable Closing Statement (as revised in accordance with Section 2.7(d) below2.3(c), if applicable) shall become final and binding on the Parties on, and the Final Settlement Date shall be, the earlier of (i) the date upon which the Equityholders’ Representative Advisor Parent and Parent GNL agree in writing with respect to all matters specified in the Notice of Disagreement and (ii) the date upon which the applicable Final Closing Statement is issued by the ArbitratorAccounting Expert. Any amount, determination or calculation contained in the Closing Statements and not specifically disputed in a timely delivered Notice of Disagreement shall be final, conclusive and binding on the Parties.

Notice of Disagreement. The Closing Statement Adjustment Certificate shall become final and binding upon the Parties on the date that is thirty (30) days after (i) the delivery of the Closing Adjustment Certificate by Seller, or (ii) the expiration of the sixty (60)-day time period specified in Section 2.4(b) in the event Seller does not deliver a Closing Adjustment Certificate within such time period (the “Final Settlement Date”) that is forty-five (45) days following receipt thereof by the Equityholders’ Representative unless the Equityholders’ Representative Buyer gives written notice of its disagreement (“Notice of Disagreement”) to Parent Seller prior to such date. Any Notice of Disagreement shall specify in reasonable detail the dollar amount, nature and basis of any disagreement so asserted and any portion of the Closing Statement not subject to any disagreement shall be deemed to be final as set forth in the Closing Statementsuch disagreement. If a Notice of Disagreement is received by Parent in a timely mannerSeller, then the Closing Statement Adjustment Certificate (as revised in accordance with Section 2.7(dparagraph (d) below, if applicable) shall become final and binding on the Parties on, and the Final Settlement Date shall be, the earlier of (i) the date upon which the Equityholders’ Representative Seller and Parent Buyer agree in writing with respect to all matters specified in the Notice of Disagreement Closing Adjustment Certificate and (ii) the date upon which the Final Closing Statement Adjustment Certificate is issued by the ArbitratorIndependent Accounting Firm.

Notice of Disagreement. The Closing Statement Adjustment Certificate shall become final and binding upon the Parties on the earlier of, as applicable, the date that is sixty (60) days after (i) receipt of the Closing Adjustment Certificate by Seller and (ii) the expiration of the sixty (60)-day time period specified in Section 2.3(b) in the event Buyers do not deliver a Closing Adjustment Certificate within such time period (the “Final Settlement Date”) that is forty-five (45) days following receipt thereof by the Equityholders’ Representative ), in each case, unless the Equityholders’ Seller Representative gives written notice of its disagreement (“Notice of Disagreement”) to Parent Buyers prior to such date. Any Notice of Disagreement shall specify in reasonable detail the dollar amount, nature and basis of any disagreement so asserted and any portion of the Closing Statement not subject to any disagreement shall be deemed to be final as set forth in the Closing Statementsuch disagreement. If a Notice of Disagreement is received by Parent in a timely mannerBuyers, then the Closing Statement Adjustment Certificate (as revised in accordance with Section 2.7(d) below2.3(d), if applicable) shall become final and binding on the Parties on, and the Final Settlement Date shall be, the earlier of (i) the date upon which the Equityholders’ Seller Representative and Parent Buyers agree in writing with respect to all matters specified in the Notice of Disagreement Closing Adjustment Certificate and (ii) the date upon which the Final Closing Statement Adjustment Certificate is issued by the ArbitratorIndependent Accounting Firm.

Notice of Disagreement. The Closing Statement Adjustment Certificate shall become final and binding upon the Parties on the earlier of the date that is (i) sixty (60) days after receipt of the Closing Adjustment Certificate by Seller and (ii) ten (10) days after the expiration of the 30 (thirty)-calendar day time period specified in Section 2.5(c) in the event Buyer does not deliver a Closing Adjustment Certificate within such time period (the “Final Settlement Date”) that is forty-five (45) days following receipt thereof by unless but only to the Equityholders’ Representative unless the Equityholders’ Representative extent Seller gives written notice of its disagreement (“Notice of Disagreement”) to Parent Buyer prior to such date. Any Notice of Disagreement shall specify in reasonable detail the dollar amount, nature and basis of any disagreement so asserted and any portion of the Closing Statement not subject to any disagreement shall be deemed to be final as set forth in the Closing Statementsuch disagreement. If a Notice of Disagreement is received by Parent in a timely mannerXxxxx, then the Closing Statement Adjustment Certificate (as revised in accordance with Section 2.7(d(e) below, if applicable) shall become final and binding on the Parties on, and the Final Settlement Date shall be, the earlier of (i) the date upon which the Equityholders’ Representative Seller and Parent Buyer agree in writing with respect to all matters specified in the Notice of Disagreement Closing Adjustment Certificate and (ii) the date upon which the Final Closing Statement Adjustment Certificate is issued by the ArbitratorIndependent Accounting Firm.