Seller Objection Sample Clauses

Seller Objection. Seller shall, within thirty (30) calendar days after delivery of the Earnout Notice, deliver to Buyer in writing any objection thereto. Any such objection shall be in reasonable detail and include the specific component or components of Buyer’s Earnout calculation in dispute. To the extent not specifically and expressly disputed in a timely manner, Buyer’s Earnout calculation shall be conclusive and binding on Seller absent manifest error. If Seller objects in writing to Buyer’s Earnout calculation prior to the expiration of such thirty (30) calendar day period, Buyer and Seller shall use their reasonable best efforts to resolve such dispute as promptly as possible. If Buyer and Seller are unable to resolve any such dispute within thirty (30) business days of Seller’s delivery of such written objection, then all amounts remaining in dispute shall be submitted to binding arbitration in accordance with the terms and provisions of Section 11.8(c).