Common use of Closing Audit Clause in Contracts

Closing Audit. Within ninety (90) days following the Closing ------------- Date, there shall be delivered to Global and to Sellers an audit of the Preliminary Closing Balance Sheet (the "AUDITED CLOSING BALANCE SHEET") of the Companies at and as of the Closing Date. The Preliminary Closing Balance Sheet shall be audited by Ernst & Young in accordance with GAAP. The cost of the Audited Closing Balance Sheet shall be paid by Global. In the event that Sellers dispute any items on such Audited Closing Balance Sheet within ten days after Sellers' receipt thereof, the parties shall jointly select and retain an independent "Big Six" accounting firm (the "INDEPENDENT ACCOUNTANTS") to review the disputed item(s) on the Audited Closing Balance Sheet. The final determination of such disputed item(s) by the Independent Accountants shall be reflected on the Audited Closing Balance Sheet. The cost of retaining the Independent Accountants shall be borne equally by Sellers and Global.

Closing Audit. Within ninety (90) 90 days following the Closing ------------- Date, there shall be delivered to Global and to Sellers Seller an audit of the Preliminary Closing Balance Sheet (the "AUDITED CLOSING BALANCE SHEET") of the Companies Company at and as of the Closing Effective Date. The Preliminary Closing Balance Sheet shall be audited by Ernst & Young Young, LLP in accordance with GAAP. The cost of the Audited Closing Balance Sheet shall be paid by Global. In the event that Sellers dispute the Seller disputes any items on such the Audited Closing Balance Sheet within ten days after Sellers' Seller's receipt thereof, the parties shall jointly select and retain an independent "Big Six" accounting firm (the "INDEPENDENT ACCOUNTANTS") to review the disputed item(s) on the Audited Closing Balance Sheet. The final determination of such disputed item(s) by the Independent Accountants shall be reflected on the Audited Closing Balance Sheet. The cost of retaining the Independent Accountants shall be borne equally by Sellers Seller and Global.

Closing Audit. Within ninety (90) 120 days following the Closing ------------- Date, there ------------- shall be delivered to Global and to Sellers Seller an audit of the Preliminary Closing Balance Sheet (the "AUDITED CLOSING BALANCE SHEET") of the Companies Company at and as of the Closing Effective Date. The Preliminary Closing Balance Sheet shall be audited by Ernst & Young Young, LLP in accordance with GAAP. The cost of the Audited Closing Balance Sheet shall be paid by Global. In the event that Sellers dispute the Seller disputes any items on such the Audited Closing Balance Sheet within ten days after Sellers' Seller's receipt thereof, the parties shall jointly select and retain an independent "Big Six" accounting firm (the "INDEPENDENT ACCOUNTANTS") to review the disputed item(s) on the Audited Closing Balance Sheet. The final determination of such disputed item(s) by the Independent Accountants shall be reflected on the Audited Closing Balance Sheet. The cost of retaining the Independent Accountants shall be borne equally by Sellers and GlobalSeller; provided, however, that Global shall reimburse Seller for the cost of the Independent Accountants in the event that such review results in an increase of more than $50,000 in the Company's Working Capital as reflected on the Audited Closing Balance Sheet prepared by Ernst & Young, LLP.