Time for Objections Clause Samples

Time for Objections. After the Purchaser shall have furnished the Initial Accounting Report to the Sellers, if the Sellers should object to that report on the grounds that it is not consistent with GAAP, consistently applied, the Sellers may give written notice of their objection to the Purchaser within twenty (20) calendar days after the Sellers' receipt of that report. If requested by the Sellers at the time of delivery of such notice, the Purchaser shall cause the CPA promptly to make available to the Sellers and the Accountants any report prepared by the CPA with respect to the matters in dispute in connection with the Initial Accounting Report. If no such objection is made within such twenty (20) day period, or if the Purchaser and the Sellers agree upon all matters in dispute, that Initial Accounting Report, as adjusted to reflect any such agreements, shall be final and binding on all parties hereto for the purpose of determining the Net Worth as of the Closing Date and the Net Debt as of the Closing Date and shall be referred to as the "Final Accounting Report".

Time for Objections. After Reuters shall have furnished the Closing Statement of Closing Working Capital to MTH, MTH may object to the Closing Statement of Closing Working Capital. If MTH objects to the calculation of any line item of the Closing Statement of Closing Working Capital, MTH must give a reasonably detailed written notice of its objection to Reuters within 45 days after its receipt of the Closing Statement of Closing Working Capital (subject to Reuters and Reuters’ accountants providing the access described above), which notice shall state specifically (i) the disputed line item(s) or calculation, (ii) the basis for the dispute(s) Back to Contents with respect to each line item or such calculation, (iii) the adjustments sought with respect to each such line item or calculation and each such dispute and (iv) MTH’s calculation of Closing Working Capital. If no such notice is delivered within such period (subject to Reuters and Reuters’ accountants providing the access described above), or if Reuters and MTH agree upon all matters in dispute within the period specified in Section 2.5.3.2, then the Closing Statement of Closing Working Capital, as adjusted to reflect any such agreements, shall be final and binding upon all parties hereto for the purpose of determining Closing Working Capital, and the Closing Statement of Closing Working Capital shall be referred to herein as the “Final Closing Date Statement” and Closing Working Capital, as set forth thereon, shall be referred to as “Final Working Capital”.

Time for Objections. After the Seller shall have furnished the Closing Date Statement of Net Assets and its calculation of Roll-Forward Closing Date Net Assets to the Purchasers, the Purchasers may object to (i) the Closing Date Statement of Net Assets but only with respect to events occurring after the date hereof and prior to the Accounting Closing Date and only on the ground that one or more of the line items of such Closing Date Statement of Net Assets were not calculated in accordance with this Agreement or (ii) the calculation of Roll-Forward Closing Date Net Assets, but only on the grounds that it was not calculated in accordance with procedures specified in Section 2.7 of the Seller's Disclosure Schedule. If the Purchasers object to the calculation of any line item of the Closing Date Statement of Net Assets or to the calculation of Roll-Forward Closing Date Net Assets in accordance with procedures specified in Section 2.7 of the Seller's Disclosure Schedule, the Purchasers may give a reasonably detailed written notice of their objection to the Seller within 30 days after their receipt of the Closing Date Statement of Net Assets, which notice shall state specifically (i) the disputed line item(s) or calculation, (ii) the basis for the dispute(s) with respect to each line item or such calculation, and (iii) the adjustments sought with respect to each such line item or calculation and each such dispute. If no such notice is delivered within such 30-day period, or if the Purchasers and the Seller agree upon all matters in dispute within the 45-day period specified in Section 2.5.3.3, then the Closing Date Statement of Net Assets and their calculation of Roll-Forward Closing Date Net Assets, as adjusted to reflect any such agreements, shall be final and binding upon all parties hereto for the purpose of determining the Closing Date Net Assets and the Roll-Forward Closing Date Net Assets, and the Closing Date Statement of Net Assets shall be referred to herein as the "Final Closing Date Statement of Net Assets."

Time for Objections. After the CPA shall have furnished the Initial Accountant's Report to the Sellers, if the Sellers object to the Initial Accountant's Report on the grounds that it has not been made in accordance with this Agreement, the Sellers may give written notice of their objection to the Purchasers within thirty (30) days after their receipt of the Initial Accountant's Report. If no such assertion is made within such thirty (30) day period, or if the Purchasers and the Sellers agree upon all matters in dispute within the fifteen (15) day period specified in Section 2.5.3.3, that Initial Accountant's Report, as adjusted to reflect any such agreements, shall be final and binding on all parties hereto for the purpose of determining the Net Asset Value as of the Closing Date and shall be referred to as the "Final Accountant's Report".