Allocation Schedule definition
Examples of Allocation Schedule in a sentence
In the event that any taxing authority disputes the Allocation Schedule (as finally determined pursuant to this Section 2.07), the Party receiving notice of such dispute shall promptly notify the other Party hereto, and the Parties shall, and shall cause their respective Affiliates to, use commercially reasonable efforts to defend such final Allocation Schedule in any applicable proceeding.
In the event of a conflict between the Closing Statement and the Allocation Schedule, on the one hand, and the provisions of this Agreement, on the other hand, the Closing Statement and the Allocation Schedule (each as may be adjusted upon the mutual agreement of the Stockholders and Purchaser to correct any manifest errors) shall control.
Within sixty (60) days following the date hereof, ▇▇▇▇▇ shall provide a draft of the Allocation Schedule to Sellers’ Representative, which shall be subject to review and comment by Sellers’ Representative.
The Independent Accounting Firm shall resolve any such dispute within thirty (30) days after its retention, and the Allocation Schedule shall be adjusted to reflect any such resolution of any disputed item(s).
Sellers’ Representative shall have thirty (30) days after its receipt of the draft Allocation Schedule to notify Buyer of any objection thereto, and in the case of any such objection, Buyer and Sellers’ Representative shall negotiate in good faith to resolve such objection.