Arbitrating Accountant Sample Clauses

Arbitrating Accountant. “Arbitrating Accountant” shall have the meaning specified in Section 2.4 of this Agreement.
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Arbitrating Accountant. If Buyer and Dohmxx xxx unable to resolve any Dispute within the aforesaid 20-day period, Dohmxx xxx Buyer shall jointly engage a nationally recognized independent accounting firm mutually agreed upon by Dohmxx xxx Buyer (the “Arbitrating Accountant”) as arbitrator. In the event that Dohmxx xxx Buyer are unable to agree upon the Arbitrating Accountant after consulting with the other in good faith for a 15-day period, then the Arbitrating Accountant shall be selected pursuant to the Special Arbitration (as hereinafter defined). In connection with the resolution of any Dispute, the Arbitrating Accountant shall have reasonable access to all documents, ledgers, journals, records, work papers, trial balances, worksheets, facilities and personnel of RESTAT which relate to, or which the Arbitrating Accountant reasonably requests in connection with its review and consideration of, the Closing Date Balance Sheet, or portion thereof in Dispute, and reasonably necessary to perform its function as arbitrator. The Arbitrating Accountant’s sole function shall be to decide the accounting issues that are the subject of the Dispute, and only the accounting issues that are the subject of the Dispute, in accordance with the requirements of Section 1.4 hereof. The Arbitrating Accountant shall allow Dohmxx xxx Buyer to present their respective positions regarding the Dispute. The Arbitrating Accountant may, at its discretion, conduct a conference concerning the Dispute, at which conference each Party shall have the right to present witnesses and additional documents, materials and other information and to have present its advisors, counsel and accountants. In connection with such process, there shall be no other hearings or any oral examinations, testimony, depositions, discovery or other similar proceedings. The Arbitrating Accountant shall thereafter promptly render its decision on the question in writing and finalize the Closing Date Balance Sheet and the resulting Adjustment Calculation to reflect the resolution of all Disputes. Such written determination shall be final and binding upon the Parties hereto (absent manifest error), and judgment may be entered on the award. The fees and expenses of the Arbitrating Accountant shall be shared between Dohmxx xxx Buyer so that Dohmxx’x xxxregate share of such fees and expenses shall be equal to the product of (i) and (ii), where (i) is the aggregate amount of such fees and expenses, and where (ii) is a fraction, the numerator of ...
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Arbitrating Accountant. If the Purchaser and the Owner are unable to resolve the Net Working Capital Dispute within thirty (30) calendar days after the Purchaser’s receipt of a Net Working Capital Dispute Notice, then the Purchaser and the Owner will jointly engage the Arbitrating Accountant to arbitrate the Net Working Capital Dispute. The Arbitrating Accountant may only review the Net Working Capital items and calculations that are in dispute and resolve the Net Working Capital Dispute in accordance with the requirements of this Section 1.10. (iii)
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Arbitrating Accountant. If the Purchaser and the Sellers are unable to resolve the Dispute within the 30-day period after the Sellers’ receipt of a Dispute Notice, the Purchaser and the Sellers shall jointly engage KPMG as the arbitrator of the Dispute (the “Arbitrating Accountant”). If KPMG is unwilling to accept the engagement as the Arbitrating Accountant, then the Purchaser and the Sellers shall engage another mutually agreed nationally recognized accounting firm as the Arbitrating Accountant. The Arbitrating Accountant will be required to enter into a customary engagement letter. The Arbitrating Accountant’s function shall be to review only those items that are in dispute with respect to the determination of the Post-Closing Adjustment and to resolve such disputes in accordance with the requirements of Section 2.5 and this Section 2.6.
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Arbitrating Accountant. If Purchaser and Seller are unable to resolve each element of the Dispute within the 30-day period after receipt of a Dispute Notice, Purchaser and Seller shall jointly engage a nationally recognized certified public accounting firm that has not performed accounting, tax or auditing services for Purchaser, Seller or any of their respective Affiliates during the past three years as the arbitrator of the Dispute (the “Arbitrating Accountant”). If Purchaser and Seller are unable to agree on the identity of the Arbitrating Accountant, Purchaser and Seller shall ask their respective independent accountants to select the Arbitrating Accountant. The Arbitrating Accountant’s function shall be to review only those disputed items included in the Consultant’s data and the application thereof to the calculation of the Purchase Price and to resolve such dispute(s).
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Arbitrating Accountant. If the Purchaser and the Sellers, notwithstanding such good faith effort, fail to resolve such Disputes within thirty (30) days after the Purchaser’s receipt of a Dispute Notice delivered in accordance with Section 2.4(a), the Sellers and the Purchaser shall jointly engage the Arbitrating Accountant as arbitrator to resolve the Remaining Disputed Items. If the Purchaser and the Sellers are unable to agree on an Arbitrating Accountant, the Sellers’ and the Purchaser’s respective accountants shall select the Arbitrating Accountant by jointly-conducted lot.
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Arbitrating Accountant. If Parent and the Members, notwithstanding such good faith effort, fail to resolve such Disputes within thirty (30) days after Parent’s receipt of a Dispute Notice delivered in accordance with Section 2.8(a), the Members and Parent shall jointly engage the Arbitrating Accountant as arbitrator to resolve the Remaining Disputed Items. If Parent and the Members are unable to agree on an Arbitrating Accountant, the Members’ and Parent’s respective accountants shall select the Arbitrating Accountant by jointly-conducted lot.
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Related to Arbitrating Accountant

  • Arbitration Panel The arbitration panel shall consist of three arbitrators. The arbitrators must be impartial and must be or must have been officers of life insurance and or securities companies other than the parties or their affiliates.

  • Mediation/Arbitration All disputes arising out of this Agreement shall be resolved as set forth in this Section 14. If any party hereto desires to make any claim arising out of this Agreement ("Claimant"), then such party shall first deliver to the other party ("Respondent") written notice ("Claim Notice") of Claimant's intent to make such claim explaining Claimant's reasons for such claim in sufficient detail for Respondent to respond. Respondent shall have ten (10) business days from the date the Claim Notice was given to Respondent to object in writing to the claim ("Notice of Objection"), or otherwise cure any breach hereof alleged in the Claim Notice. Any Notice of Objection shall specify with particularity the reasons for such objection. Following receipt of the Notice of Objection, if any, Claimant and Respondent shall immediately seek to resolve by good faith negotiations the dispute alleged in the Claim Notice, and may at the request of either party, utilize the services of an independent mediator. If Claimant and Respondent are unable to resolve the dispute in writing within ten (10) business days from the date negotiations began, then without the necessity of further agreement of Claimant or Respondent, the dispute set forth in the Claim Notice shall be submitted to binding arbitration (except for claims arising out of Sections 3 or 7 hereof), initiated by either Claimant or Respondent pursuant to this Section. Such arbitration shall be conducted before a panel of three (3) arbitrators in Tampa, Florida, in accordance with the National Rules for the Resolution of Employment Disputes of the American Arbitration Association ("AAA") then in effect provided that the parties may agree to use arbitrators other than those provided by the AAA. The arbitrators shall not have the authority to add to, detract from, or modify any provision hereof nor to award punitive damages to any injured party. The arbitrators shall have the authority to order back-pay, severance compensation, vesting of options (or cash compensation in lieu of vesting of options), vesting and the removal of restrictions on restricted stock and/or restricted stock units (or comparable forms of equity compensation, if any) that, as of the effective date of the termination of Executive, are not then subject to any performance conditions for vesting, reimbursement of costs, including those incurred to enforce this Agreement, and interest thereon in the event the arbitrators determine that Executive was terminated without disability or without Good Cause, as defined in Sections 4(b) and 4(c) hereof, respectively, or that the Company has otherwise materially breached this Agreement. A decision by a majority of the arbitration panel shall be final and binding. Judgment may be entered on the arbitrators' award in any court having jurisdiction. The direct expense of any mediation or arbitration proceeding and, to the extent Executive prevails, all reasonable legal fees shall be borne by the Company.

  • Audit Dispute In the event of a dispute with respect to any audit under Section 4.11, AstraZeneca and Licensee shall work in good faith to resolve the disagreement. If the Parties are unable to reach a mutually acceptable resolution of any such dispute within [* * *] days, the dispute shall be submitted for resolution to a certified public accounting firm jointly selected by each Party’s certified public accountants or to such other Person as the Parties shall mutually agree (the “Auditor”). The decision of the Auditor shall be final and the costs of such arbitration as well as the initial audit shall be borne between the Parties in such manner as the Auditor shall determine. Not later than [* * *] days after such decision and in accordance with such decision, Licensee shall pay the additional amounts, with interest from the date originally due as provided in Section 4.9 or AstraZeneca shall reimburse the excess payments, as applicable.

  • Dispute Resolution; Arbitration This Agreement evidences a transaction involving interstate commerce. Any disputes arising from this Agreement shall be decided by binding arbitration which shall be conducted, at the request of any party, in New York, New York, before one arbitrator designated by the American Arbitration Association (the "AAA"), in accordance with the Commercial Arbitration Rules of the AAA, and to the maximum extent applicable, the United States Arbitration Act (Title 9 of the United States Code). Notwithstanding anything in this Agreement to the contrary, any party may proceed to a court of competent jurisdiction to obtain equitable relief at any time. An arbitrator shall have no authority to award punitive damages or other damages not measured by the prevailing party's actual damages. To the maximum extent practicable, an arbitration proceeding under this Agreement shall be concluded within 180 days of the filing of the dispute with the AAA. This arbitration clause shall survive any termination, amendment, or expiration of the Agreement and if any provision of this arbitration clause is found to be unenforceable, the remaining parts of the arbitration clause shall not be affected and shall remain fully enforceable.

  • Step 4 - Arbitration If the grievance is not settled on the basis of the foregoing procedures, the Association may submit the issue in writing to final and binding arbitration within ten (10) calendar days following receipt of the Chief Operating Officer or Chief Administrative Officer’s or designee’s response. Within ten (10) calendar days of the notification that the dispute is submitted for arbitration, the Association shall request the Federal Mediation and Conciliation Service to supply a list of eleven (11) arbitrators and the parties shall alternatively strike names from such list until the name of one (1) arbitrator remains who shall be the arbitrator. The party to strike the first name shall be determined by coin toss. In consultation with the arbitrator the Parties shall choose a date for the hearing. The arbitrator’s decision shall be final and binding, subject to limits of authority stated herein. The arbitrator shall have no authority or power to add to, delete from, disregard, or alter any of the provisions of this Agreement, but shall be authorized only to interpret the existing provisions of this Agreement as they may apply to the specific facts of the issue in dispute. The arbitrator shall base his or her decision solely on the contractual obligations expressed in this Agreement. If the arbitrator should find that the Employer was not prohibited by this Agreement from taking, or not taking, the action grieved, he or she shall have no authority to change or restrict the Employer’s action. The arbitrator shall not reverse the Employer’s exercise of discretion in any particular instance and substitute his or her own judgment or determination for that of the Employer. If a nurse feels the Employer’s determination is based upon bad faith, is arbitrary and capricious, is based on irrelevant information or favoritism, the nurse shall have recourse to the grievance procedure. Any dispute as to procedure shall be heard and decided by the arbitrator in a separate proceeding prior to any hearing on the merits. Any dismissal of a grievance by the arbitrator, whether on the merits or on procedural grounds, shall bar any further arbitration. Each party shall bear one-half (½) of the fee of the arbitrator and any other expense jointly incurred by mutual agreement incident to the arbitration hearing. All other expenses, including any costs or attorneys’ fees, shall be borne by the party incurring them, and neither party shall be responsible for the expenses of witnesses called by the other party.

  • Step Five – Arbitration a. When CRONA has requested arbitration in accordance with this Section, CRONA and a representative designated by the Employer shall attempt to reach Agreement on an arbitrator by informal discussion. If agreement has not been reached within five (5) working days of the request for arbitration, the arbitrator shall be selected from the following five (5) persons by the alternative striking of names, with the Employer striking first, until one remains, who shall be the arbitrator: Xxxxxxxxx Xxxx, Xxxxx Xxxxxxxxx Xxxxxxxx, Xxxxx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxx Xxxxxxxx, Xxxxxxxxx Xxxxxxx, and Xxxxxxxx Xxxxxx. The first strike for arbitrators will be rotated between CRONA and the Employer.

  • Arbitration Notice BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS SUCH RIGHTS ARE SPECIFICALLY INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION TO NEUTRAL ARBITRATION. Agency Agency-Assisted Contractor

  • Expedited Arbitration Procedure The expedited procedure shall be used for either grievances involving Articles exclusively applying to temporary workers or, with the mutual agreement of the Employer and Union, for other grievances. For grievances that do not involve Articles exclusively applying to temporary workers, either the Employer or Union may request in writing that the expedited arbitration procedure be used at the time the Parties are scheduling dates with the arbitrator.

  • Step Four - Arbitration 15.6.1. If a grievance is not resolved at Step Three, the Association may request a hearing before an arbitrator. The request shall be filed in the Human Resource Services Division or designee within fifteen (15) workdays after the written decision of the division representative becomes effective.

  • Grievance Arbitration Notwithstanding any other provision of this Agreement, for the purposes of this Article, an Employee has the right to grieve any filling of a vacancy or Assignment in the bargaining unit.

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