Delivery of Closing Date Balance Sheet. (i) No later than 90 days after the Closing Date, Purchaser shall deliver to Seller the Closing Date Statement setting forth the Closing Date Assets and Closing Date Liabilities. (ii) Seller shall have 45 days from its receipt of such statement to notify Purchaser in writing of any objections to any item or items on the Closing Date Statement (an "Objection Notice"). Any Objection Notice shall specify the item or items in dispute (a "Disputed Item" or "Disputed Items"). Any Disputed Item shall be resolved in the manner set forth in Section 2.02(d) below. (iii) If (A) Seller does not deliver an Objection Notice within 45 days of its receipt of the Closing Date Statement, (B) Seller acknowledges in writing that the Closing Date Statement is accurate or (C) Purchaser and Seller resolve all Disputed Items in accordance with Section 2.02(d) below, then the Closing Date Statement shall be final, binding and conclusive on all parties.
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Samples: Asset Purchase Agreement (Primedia Inc), Asset Purchase Agreement (Trinity Learning Corp)
Delivery of Closing Date Balance Sheet. (i) No later than 90 days after the Closing Date, Purchaser shall deliver to Seller the Closing Date Statement setting forth the Closing Date Assets and Closing Date Liabilities.
(ii) Seller shall have 45 days from its receipt of such statement to notify Purchaser in writing of any objections to any item or items on the Closing Date Statement (an "“Objection Notice"”). Any Objection Notice shall specify the item or items in dispute (a "“Disputed Item" ” or "“Disputed Items"”). Any Disputed Item shall be resolved in the manner set forth in Section 2.02(d) below.
(iii) If (A) Seller does not deliver an Objection Notice within 45 days of its receipt of the Closing Date Statement, (B) Seller acknowledges in writing that the Closing Date Statement is accurate or (C) Purchaser and Seller resolve all Disputed Items in accordance with Section 2.02(d) below, then the Closing Date Statement shall be final, binding and conclusive on all parties.
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Delivery of Closing Date Balance Sheet. (i) No later than 90 ninety (90) days after the Closing Date, Purchaser shall deliver to Seller the Closing Date Statement setting forth the Closing Date Assets and Closing Date Liabilities.
(ii) Seller shall have 45 thirty (30) days from its receipt of such statement to notify Purchaser in writing of any objections to any item or items on the Closing Date Statement (an "Objection Notice")Statement. Any Objection Notice such notice shall specify the item or items in dispute (a "Disputed Item" or "Disputed Items"). Any Disputed Item shall be resolved in the manner set forth in Section 2.02(d1.03(d) below.
(iii) If either (A) Seller does not deliver an Objection Notice to Purchaser its objections in writing to the Closing Date Statement within 45 thirty (30) days of its receipt of the Closing Date Statementsuch statement, (B) Seller acknowledges in writing that the Closing Date Statement is accurate or (C) Purchaser and Seller resolve all Disputed Items in accordance with Section 2.02(d1.03(d) below, then the Closing Date Statement shall be final, binding and conclusive on all parties.
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