Neutral Accountant definition

Neutral Accountant means a national independent accounting firm selected by Buyer and reasonably acceptable to Sellers.
Neutral Accountant means, unless otherwise agreed in writing by Sellers’ Representative and Buyer, an accountant mutually satisfactory to Sellers’ Representative and Buyer who satisfies each of the following requirements (unless otherwise agreed by Sellers’ Representative and Buyer): (i) neither the accountant nor the firm that employs the accountant shall have performed any accounting or consulting services for any party or any Affiliate of any party at any time during the three year period prior to the date of this Agreement; (ii) the accountant is not related in any way by blood or marriage to any party or any executive officer or director of any party or any Affiliate of such party; (iii) the accountant has been a certified public accountant duly licensed to practice in the state where he or she has his or her primary office for a period of not less than ten years; and the accountant is willing to accept engagement as a Neutral Accountant on the terms and conditions of this Agreement.
Neutral Accountant means a national independent accounting firm mutually acceptable to the Sellers and to Buyer.

Examples of Neutral Accountant in a sentence

The substantive arbitrability analysis ends with this articulation of the Neutral Accountant’s jurisdiction.What the Neutral Accountant can look at to determine Adjusted EBITDA is a question of procedural arbitrability left to the Neutral Accountant.

They are not ‘gateway’ issues about whether the particular dispute should be arbitrated at all.”48 The Parties may have drafted a narrow arbitration clause, but the subject matter of this case falls squarely within it and must be decided by the Neutral Accountant as a matter of procedural arbitrability.49D.

This is an argument that may be considered by the Neutral Accountant in the context of the calculation of Adjusted EBITDA.

The Neutral Accountant may “rely on the terms of the underlying agreement, and the arbitrator’s interpretation of the contract is likely to affect the scope of arbitration.

The Agreement grants the Neutral Accountant jurisdiction over Unresolved Objections.39 A review of the contractual provisions of the Agreement, focusing on the interconnecting definitions, reveals that jurisdiction over Unresolved Objections, in actuality, means the Neutral Accountant has jurisdiction over the calculation of Adjusted EBITDA.40 That analysis is as follows.


More Definitions of Neutral Accountant

Neutral Accountant means Ernst & Young LLP (or if such firm shall decline or is unable to act, or has a conflict of interest with Purchaser or any Seller, or any of their respective Affiliates, another accounting firm not affiliated with either Purchaser or Seller mutually acceptable to Purchaser and Seller).
Neutral Accountant means EisnerAmper LLP; provided that, if such firm is not available for any reason, the Neutral Accountant shall be an independent nationally recognized accounting firm selected in accordance with the rules of the New York, New York office of the American Arbitration Association.
Neutral Accountant means a certified public accounting based in Canada firm mutually agreed upon by the Company and Nyrstar, it being agreed that any of the “big four” accounting firms will be acceptable to the parties so long as such Person does not have an actual conflict of interest that would impair such Person’s ability to impartially determine any issue presented to it pursuant to this Agreement. If the Company and the Seller Representative cannot agree on a nationally recognized certified public accounting firm to serve as the Neutral Accountant within ten (10) days after either Party notifies the other of its intent to submit such dispute to the Neutral Accountant, then the Neutral Accountant shall be designated by GPS as one of the “big four” accounting firms that is not the auditor for GPS or Nyrstar.
Neutral Accountant means BDO USA, LLP (or if such firm shall decline or is unable to act, or has a conflict of interest with Purchaser or Sellers, or any of their respective Affiliates, another nationally recognized accounting firm mutually acceptable to Purchaser and Sellers Representative).
Neutral Accountant means Deloitte LLP or, in the event that circumstances create an actual conflict of interest that would impair such firm’s ability to impartially determine any issue presented to it pursuant to this Agreement or if such firm is otherwise unwilling or unable to provide such services, another internationally recognized certified public accounting firm jointly selected by the Seller and the Buyer.
Neutral Accountant means BDO Seidman, or such other independent accounting firm of recognized national standing as may be mutually selected by Seller and Buyer.
Neutral Accountant means KPMG LLP (or, if such firm shall decline or is unable to act, another independent accounting firm of international reputation reasonably acceptable to the Seller and the Purchaser).