Fees of the Independent Accountants. Sellers shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and Sellers’ determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are not required to pay hereunder.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Diversified Restaurant Holdings, Inc.), Stock Purchase Agreement (Ceco Environmental Corp), Asset Purchase Agreement (Diversified Restaurant Holdings, Inc.)
Fees of the Independent Accountants. Sellers Seller shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ Seller’s determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and Sellers’ Seller’s determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are Seller is not required to pay hereunder.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Nuverra Environmental Solutions, Inc.), Asset Purchase Agreement (B&G Foods, Inc.), Asset Purchase Agreement (Information Services Group Inc.)
Fees of the Independent Accountants. Sellers The Seller shall pay a that portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator quotient of which is the following: (i) the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of the Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ the Seller’s determination) and the denominator of which is divided by (ii) the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which the Buyer’s determination and Sellers’ the Seller’s determination differ from the determination of the Independent Accountants). The Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are the Seller is not required to pay hereunderunder the preceding sentence.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Aqua America Inc), Stock Purchase Agreement (Connecticut Water Service Inc / Ct)
Fees of the Independent Accountants. Sellers Seller shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ ' determination and Sellers’ Seller's determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s 's determination and Sellers’ Seller's determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are Seller is not required to pay hereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Inuvo, Inc.), Asset Purchase Agreement (Dollar Tree Inc)
Fees of the Independent Accountants. Sellers shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ ' determination and Sellers’ ' determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s 's determination and Sellers’ ' determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are not required to pay hereunder.
Appears in 1 contract
Fees of the Independent Accountants. Sellers Seller shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the dollar amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ Seller’s determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and Sellers’ Seller’s determination differ from the determination of the Independent Accountantsdiffer). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are Seller is not required to pay hereunder.
Appears in 1 contract
Fees of the Independent Accountants. Sellers shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and Sellers’ determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are not required to pay hereunderpursuant to this Section 2.04(c)(iv).
Appears in 1 contract
Fees of the Independent Accountants. Sellers Parent and Seller, jointly and severally, shall pay a that portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ Seller’s determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and Sellers’ Seller’s determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are Seller is not required to pay hereunder.
Appears in 1 contract
Fees of the Independent Accountants. Sellers Seller shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ ' determination and Sellers’ Seller's determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s 's determination and Sellers’ Seller's determination differ from the determination of the Independent Accountantsdiffer). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are Seller is not required to pay hereunder.
Appears in 1 contract
Fees of the Independent Accountants. Sellers Seller shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ Seller’s determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and Sellers’ Seller’s determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers Seller are not required to pay hereunder.
Appears in 1 contract
Fees of the Independent Accountants. Sellers Seller shall pay a portion of the fees and expenses of the Independent Accountants equal to one hundred percent (100% %) multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ Seller’s determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and Sellers’ Seller’s determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are Seller is not required to pay hereunder.
Appears in 1 contract
Samples: Stock Purchase Agreement (Nuverra Environmental Solutions, Inc.)
Fees of the Independent Accountants. Sellers Purchaser shall pay a portion of the fees and expenses of the Independent Accountants Accountant equal to one hundred percent (100% %) multiplied by a fraction, the numerator of which is the amount of Disputed Amounts disputed amounts submitted to the Independent Accountants Accountant that are resolved in favor of Buyer Sellers (that being the absolute value of the difference between the Independent Accountants’ determination and Sellers’ Purchaser’s determination) and the denominator of which is the total amount of Disputed Amounts disputed amounts submitted to the Independent Accountants (that being the sum total by which Buyer’s determination and absolute value of the difference between Sellers’ determination differ from the determination of the Independent Accountantsand Purchaser’s determination). Buyer Sellers shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are the Purchaser is not required to pay hereunder.
Appears in 1 contract
Samples: Asset Purchase Agreement (Genon Americas Generation LLC)
Fees of the Independent Accountants. Sellers Seller shall pay a portion of the fees and expenses of the Independent Accountants equal to 100% multiplied by a fraction, the numerator of which is the amount of Disputed Amounts submitted to the Independent Accountants that are resolved in favor of Buyer (that being the difference between the Independent Accountants’ determination and Sellers’ Seller’s determination) and the denominator of which is the total amount of Disputed Amounts submitted to the Independent Accountants (that being the sum total by which BuyerSeller’s determination and Sellers’ Buyer’s determination differ from the determination of the Independent Accountants). Buyer shall pay that portion of the fees and expenses of the Independent Accountants that Sellers are Seller is not required to pay hereunder.
Appears in 1 contract
