Common use of Resolution of Conflicts; Arbitration Clause in Contracts

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereof, the Stockholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative Agent shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereof, the Stockholder Representative Agent and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative Agent and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds shares of Parent Common Stock from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereof’s Certificate, the such Stockholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds shares of Parent Common Stock from the Indemnification Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e7.2(f) hereof, the Stockholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds shares of Parent Common Stock from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall so object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereofCertificate, the Stockholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds cash and shares of Parent Common Stock from the Parent Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case If the Stockholder Representative shall object Shareholder Agent has objected in writing to any claim or claims made in any Officer's Escrow Claim Certificate as provided in accordance with the procedures of Section 7.2(e) hereof8.2(g), the Stockholder Representative Shareholder Agent and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of resolve such claims. If the Stockholder Representative Shareholder Agent and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Depository Agent. The Escrow Depository Agent shall be entitled to rely on any such memorandum and to distribute funds shares of Parent Common Stock (and cash, as the case may be) from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e7.2(f) hereof, the Stockholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Shareholder Representative shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereof’s Certificate, the Stockholder such Shareholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Shareholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds cash and shares of Parent Stock from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereofCertificate, the such Stockholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds the Escrow Amount from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall object delivers an Objection Notice in writing to any claim or claims made in any Officer's Certificate as provided in accordance with Section 7.2(e8.4(e) hereof, the Stockholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and and, in the case of a claim against the Escrow Fund, shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds make distributions from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Shareholder Representative shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereofCertificate, the Stockholder Shareholder Representative and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Shareholder Representative and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties Parent and the Shareholder Representative and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds shares of Parent Common Stock from the Escrow Fund in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (i) In case the Stockholder Representative shall timely so object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereofCertificate, the Stockholder Representative and Parent Buyer shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative and Parent Buyer should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties Buyer and Stockholder Representative and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and shall distribute funds from the Indemnification Escrow Fund Account in accordance with the terms thereof.

Resolution of Conflicts; Arbitration. (ia) In case the Stockholder Representative Stockholders' Agent shall object in writing to any claim or claims made in any Officer's Certificate as provided in Section 7.2(e) hereofCertificate, the Stockholder Representative Stockholders' Agent and Parent shall attempt in good faith to agree upon the rights of the respective parties with respect to each of such claims. If the Stockholder Representative Stockholders' Agent and Parent should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties and shall be furnished to the Escrow Agent. The Escrow Agent shall be entitled to rely on any such memorandum and distribute funds the Escrow Consideration from the Escrow Fund in accordance with the terms thereof.