Common use of Determination by Independent Accountant Clause in Contracts

Determination by Independent Accountant. The Independent Accountant shall make a written determination with respect to each Disputed Item, which shall include an explanation in writing for the Independent Accountant’s reasons for the determinations set forth therein, as soon as practicable within 30 days (or such other time as the Parties shall agree in writing) after its engagement, and the Independent Accountant’s resolution of the Disputed Amounts and adjustments (if any) to the Final Closing Statement and/or the Post-Closing Adjustment (using GAAP) shall be conclusive and binding upon the Parties.

Determination by Independent Accountant. The Independent Accountant shall make a written determination with respect to each Disputed Item, which shall include an explanation in writing for the Independent Accountant’s reasons for the determinations set forth therein, as soon as practicable within 30 thirty (30) days (or such other time as the Parties Buyer and Seller shall agree in writing) after its engagementthe engagement of the Independent Accountant, and the Independent Accountant’s resolution of the Disputed Amounts and adjustments (if any) to the Final Closing Statement and/or resulting from the Post-Closing Adjustment (using GAAP) Independent Accountant’s resolution of such Disputed Amounts shall be deemed final, conclusive and binding upon the Parties, absent manifest error or fraud.

Determination by Independent Accountant. The Independent Accountant shall make a written determination with respect to each Disputed Item, which shall include an explanation in writing for the Independent Accountant’s reasons for the determinations set forth therein, as soon as practicable after the submission of the Disputed Amounts (and Purchaser and Seller shall direct the Independent Accountant to make such determination within 30 days (or such other time as the Parties parties hereto shall agree in writing) after its their engagement), and the Independent Accountant’s their resolution of the Disputed Amounts and their adjustments (if any) to the Final Closing Balance Sheet and the Statement and/or the Post-Closing Adjustment (using GAAP) of Purchase Price shall be conclusive and binding upon the Partiesparties hereto absent manifest error.

Determination by Independent Accountant. The Independent Accountant shall make a written determination with respect to each Disputed Item, which shall include an explanation in writing for the Independent Accountant’s reasons for the determinations set forth therein, as soon as practicable within 30 days (or such other time as the Parties shall agree in writing) after its engagement, and the Independent Accountant’s resolution of the Disputed Amounts and adjustments (if any) to the Final Closing Statement and/or the Post-Closing Adjustment (using GAAP) shall be conclusive and binding upon the Parties.