Common use of Dispute of Adjustments Clause in Contracts

Dispute of Adjustments. In the event that Seller and Buyer are not able to agree on the actual Net Working Capital within thirty (30) days after Xxxxx’s delivery of notice of disagreement, Seller and Buyer shall each have the right to require that such disputed determination be submitted to such independent certified public accounting firm as Seller and Buyer may then mutually agree upon in writing (the “Accounting Firm”) for computation or verification in accordance with the provisions of this Agreement. The Accounting Firm shall review the matters in dispute and, acting as arbitrators, shall promptly decide the proper amounts of such disputed entries (which decision shall also include a final calculation of Net Working Capital). The submission of the disputed matter to the Accounting Firm shall be the exclusive remedy for resolving accounting disputes relative to the determination of Net Working Capital. The Accounting Firm’s determination shall be binding upon Seller and Buyer, and such Accounting Firm’s fees and expenses shall be borne equally by Seller and Buyer.

Dispute of Adjustments. In the event that Seller Sellers and Buyer Buyers are not able to agree on the actual Acquired Net Working Capital within thirty (30) days after Xxxxx’s Buyers’ delivery of notice of disagreement, Seller Sellers and Buyer Buyers shall each have the right to require that such disputed determination be submitted to such PwC or another independent certified public accounting firm as Seller Sellers and Buyer Buyers may then mutually agree upon in writing (the “Accounting Firm”) for computation or verification in accordance with the provisions of this Agreement. The Accounting Firm shall review the matters in dispute and, acting experts and not as arbitrators, shall promptly decide the proper amounts of such disputed entries (which decision shall also include a final calculation of actual Acquired Net Working Capital). The submission of the disputed matter to the Accounting Firm shall be the exclusive remedy for resolving accounting disputes relative to the determination of Net Working Capital. The Accounting Firm’s determination shall be binding upon Seller Sellers and BuyerBuyers, and such Accounting Firm’s fees and expenses shall be borne equally by Seller Sellers and BuyerBuyers.