Common use of Objection Clause in Contracts

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the Sellers. If the Sellers’ Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer and the Sellers’ Representative, shall be final and binding on all parties hereto.

Objection. On or prior to the last day of the Review Period, the Sellers’ Seller Representative may object to the Closing Net Working Capital Statement by delivering to Buyer ▇▇▇▇ a written statement setting forth the Sellers’ Seller Representative’s objections in reasonable detail, detail indicating each disputed item or amount and the basis for the Sellers’ Seller Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Seller Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the SellersSeller Representative. If the Sellers’ Seller Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer ▇▇▇▇ and the Sellers’ Seller Representative shall negotiate in good faith to resolve such objections within thirty (30) 30 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing calculation of the Final Adjustment Amount and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer ▇▇▇▇ and the Sellers’ Seller Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement Statement, as applicable, shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the all Sellers. If the Sellers’ Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) 30 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer and the Sellers’ Representative, shall be final and binding on all parties heretoparties.

Objection. On or prior to the last day of the Review Period, the Sellers’ Seller Representative may object to the Final Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Seller Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Seller Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Seller Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Final Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Seller Representative for and on behalf as of the Sellerslast day of the Review Period. If the Sellers’ Seller Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the Sellers’ Seller Representative shall negotiate in good faith to resolve such objections within thirty 30 days (30or such longer period as they may mutually agree) days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved by written agreement of Buyer and Seller Representative within the Resolution Period, the Post-Closing Adjustment and the Final Closing Net Working Capital Statement with such changes (if any) as may have been previously agreed to in writing by Buyer and the Sellers’ Representative, Seller Representative shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer the Purchaser a written statement setting forth the Sellers’ Representative’s its objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ RepresentativeSeller’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the SellersRepresentative. If the Sellers’ Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer the Purchaser and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) 30 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer the Purchaser and the Sellers’ Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Working Capital Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Working Capital Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the Sellers. If the Sellers’ Representative delivers the Statement of Objections before the expiration of the Working Capital Review Period, Buyer and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) 15 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer and the Sellers’ Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the specific basis for the Sellers’ Representative’s disagreement therewith and Seller Representative’s calculation of such objections and the resulting calculation of Closing Work Capital (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, Adjustment reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the Sellers. If the Sellers’ Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) 30 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement Statement, with such changes as may have been previously agreed in writing by Buyer and the Sellers’ Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer the Purchaser a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections to the Purchaser before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the SellersRepresentative. If the Sellers’ Representative delivers the Statement of Objections to the Purchaser before the expiration of the Review Period, Buyer the Purchaser and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) 30 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer the Purchaser and the Sellers’ Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative Sellers may object to the Closing Net Working Capital Statement by delivering to Buyer the Purchaser a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails Sellers fail to deliver the Statement of Objections on or before the expiration last day of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Working Capital Adjustment and the Purchase Price Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for Sellers (a “Deemed Acceptance”) and on behalf of the Sellersshall be final, conclusive and binding. If the Sellers’ Representative delivers Sellers deliver the Statement of Objections on or before the expiration last day of the Review Period, Buyer the Purchaser and the Sellers’ Representative Sellers shall negotiate in good faith to resolve such objections within thirty (30) days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Working Capital Adjustment and the Purchase Price Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer the Purchaser and the Sellers’ Representative, shall be final final, conclusive and binding on all the parties hereto.

Objection. On or prior to the last day of the Review Period, the Sellers’ Seller’s Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Seller’s Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Seller’s Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Seller’s Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the SellersSeller’s Representative. If the Sellers’ Seller’s Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the Sellers’ Seller’s Representative shall negotiate in good faith to resolve such objections within thirty (30) 20 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer and the Sellers’ Seller’s Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Adjustment Review Period, the Sellers’ Seller Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Seller Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Seller Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Seller Representative fails to deliver the Statement of Objections before the expiration of the Adjustment Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Seller Representative for and on behalf of the Sellers. If the Sellers’ Seller Representative delivers the Statement of Objections before the expiration of the Adjustment Review Period, Buyer and the Sellers’ Seller Representative shall negotiate in good faith to resolve such objections within thirty (30) days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer ▇▇▇▇▇ and the Sellers’ Seller Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Post-Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative. If Sellers’ Representative for and on behalf of the Sellers. If the Sellers’ Representative timely delivers the Statement of Objections before the expiration of the Review PeriodObjections, Buyer and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer ▇▇▇▇▇ and the Sellers’ Representative, shall be final and binding on binding. Sellers’ Representative shall be deemed to have agreed with all parties heretoamounts and items contained or reflected in the Post-Closing Statement to the extent such amounts or items are not disputed in a Statement of Objections.

Objection. On or prior to the last day of the Review Period, the SellersShareholders’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the SellersShareholders’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the SellersShareholders’ Representative’s disagreement therewith (the “Statement of Objections”). If the SellersShareholders’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the Sellers. If the SellersShareholders’ Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the SellersShareholders’ Representative shall negotiate in good faith to resolve such objections within thirty (30) 10 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer and the SellersShareholders’ Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the SellersRepresentative. If the Sellers’ Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer and the Sellers’ Representative, shall be final and binding on all parties heretobinding.

Objection. On or prior to the last day of the Review Period, the Sellers’ Representative may object to the Closing Net Working Capital Statement by delivering to Buyer a written statement setting forth the Sellers’ Representative’s objections in reasonable detail, indicating each disputed item or amount and the basis for the Sellers’ Representative’s disagreement therewith (the “Statement of Objections”). If the Sellers’ Representative fails to deliver the Statement of Objections before the expiration of the Review Period, the Closing Net Working Capital Statement and the Post-Closing Adjustment, as the case may be, reflected in the Closing Net Working Capital Statement shall be deemed to have been accepted by the Sellers’ Representative for and on behalf of the Sellers. If the Sellers’ Representative delivers the Statement of Objections before the expiration of the Review Period, Buyer and the Sellers’ Representative shall negotiate in good faith to resolve such objections within thirty (30) 30 days after the delivery of the Statement of Objections (the “Resolution Period”), and, if the same are so resolved within the Resolution Period, the Post-Closing Adjustment and the Closing Net Working Capital Statement with such changes as may have been previously agreed in writing by Buyer and the Sellers’ Representative, shall be final and binding on all parties heretobinding.