Examples of Resolution Firm in a sentence
The fees and expenses of the Dispute Resolution Firm shall be borne equally by the Parties to the dispute.
The Parties shall require the Dispute Resolution Firm to resolve all disputes no later than sixty (60) days after the submission of such dispute to the Dispute Resolution Firm, but in no event later than the Due Date for the payment of Taxes or the filing of the applicable Tax Return, if applicable, and agree that all decisions by the Dispute Resolution Firm with respect thereto shall be final and conclusive and binding on the Parties.
The Dispute Resolution Firm shall resolve all disputes in a manner consistent with this Agreement and, to the extent not inconsistent with this Agreement, in a manner consistent with the Past Practices of the Parties in respect of the entities or operations giving rise to the matter to which the dispute relates, except as otherwise required by applicable law.
In this regard, the Dispute Resolution Firm shall make determinations with respect to the disputed items based solely on representations made by the Parties and their respective representatives, and not by independent review, and shall function only as an expert and not as an arbitrator and shall be required to make a determination in favor of one Party only.
The Parties to the dispute shall require the Dispute Resolution Firm to render all determinations in writing and to set forth, in reasonable detail, the basis for such determination.
Any further submissions to the Dispute Resolution Firm must be written and delivered to each party to the dispute.
If Purchaser2 and Seller are unable to resolve the dispute within ten days after receipt by Purchaser2 of such notice of dispute (or such longer period as they may mutually agree), then such dispute shall be promptly submitted to and resolved by the Dispute Resolution Firm.
The Resolution Firm will review the Final 2006 EBITDA Calculation and Purchaser’s EBITDA Objection and make a final written determination of the Final 2006 EBITDA Calculation, which determination shall be conclusive and binding on Seller and Purchaser.
If the net adjustment of all disputed items determined by the Resolution Firm results in a net adjustment in favor of Seller of greater than ten percent (10%) of the net adjustment proposed by Seller, then Seller shall be deemed to be the prevailing Party and Purchaser shall be deemed to be the non-prevailing Party for purposes of this subsection.
Only disputed item(s) relating to the Purchaser’s Allocation shall be submitted to the Allocation Resolution Firm for review.