Contested Adjustments definition
Examples of Contested Adjustments in a sentence
The Independent Accountant shall be the sole arbiter of all matters, procedural or substantive, as to the Contested Adjustments.
The fees and expenses of the Independent Accountant shall be paid by the Party whose estimate of the Contested Adjustments in the aggregate is furthest from the Independent Accountant’s calculation of the Contested Adjustments in the aggregate based on the relative absolute values of such estimates and calculation.
If the Independent Accountant is retained, then Seller and Purchaser shall each submit to the Independent Accountant in writing not later than fifteen (15) days after the Independent Accountant is retained their respective positions with respect to the Contested Adjustments, together with such supporting documentation as they deem necessary or as the Independent Accountant requests.
The “final” Closing Date Working Capital shall be deemed to include all applicable proposed adjustments not disputed by Purchaser and those adjustments accepted or made by the Independent Accountant in resolving the applicable Contested Adjustments.
The Parties hereto agree that the Independent Accountant shall, and the Purchaser and the Seller shall request, the Independent Accountant to, not review or take into account any information that is not submitted in writing on a timely basis in accordance with the deadlines set forth herein and only make a determination as to the Contested Adjustments (and only within the ranges submitted by the parties) and not any other items on the Closing Date Calculation.