If the Escrow Agent shall not have received the Stockholder's Post-Closing Documents on or before November 30, 1997, the Escrow Agent shall return (i) the Escrow Funds to the Buyer and (ii) the Post-Closing Documents to Stockholder.
Escrow Agent agrees to hold the Escrow Documents 35 (which term shall include the Buyer's Closing Documents, the Stockholder's Closing Documents and Stockholder's Post-Closing Documents as defined below) and the Escrow Funds in escrow, pursuant to the terms hereof.
If within twenty (20) business days following receipt by Buyer of Seller's notice of objection, Seller and Buyer are unable to resolve any disagreements regarding the determination of the Post-Closing Documents to the extent relevant in calculating the Net Current Assets, all such disagreements at the written request of Seller or Buyer shall be referred for resolution to the independent certified public accounting firm of Arther Andersen LLP (at its largest office in Orange County).
Unless Buyer or Sellers Representatives within ten (10) days after receipt of the copy of the Post- Closing Documents notifies such other parties of any disagreement with the Post- Closing Adjustment and such disagreement reflects a difference in excess of $50,000, the Post-Closing Documents shall be final and shall be accepted by and be binding upon both Buyer and each of the Sellers.
Within thirty (30) days of the Third Amendment Effective Date the Borrower will deliver to the Agent the item numbered 5 in the definition of Post-Closing Documents.