Seller Objections Clause Samples
The Seller Objections clause defines the process by which the seller can formally raise concerns or disputes regarding certain matters in a transaction, such as issues found during due diligence or exceptions to representations and warranties. Typically, this clause outlines the timeframe and method for the seller to notify the buyer of any objections, and may specify how such objections are to be resolved, such as through negotiation or amendment of the agreement. Its core practical function is to provide a structured mechanism for addressing and resolving seller concerns before the transaction is finalized, thereby reducing the risk of post-closing disputes and ensuring both parties are aware of and can address potential issues in advance.
Seller Objections. If Seller does not immediately void the REPC as provided above, Seller may within the time period allowed in Section 8.1 of the REPC, provide Buyer with written objections. Buyer and Seller shall have seven calendar days after Buyer's receipt of the objections to resolve Seller's objections. Buyer may, but shall not be required to, resolve Seller's objections. If Seller's objections are not resolved within the seven calendar days, Seller may void the REPC by providing written notice to Buyer within the same seven calendar days. The Brokerage, upon receipt of a copy of Seller's written notice of cancellation, shall return to Buyer the Earnest Money Deposit witho▇▇ ▇▇▇ requirement of any further written authorization from Seller.
Seller Objections. If Seller does not timely cancel the PSA as provided above, Seller may, by the Due Diligence Deadline referenced in the PSA, provide Buyer with written objections. Buyer and Seller shall have five (5) Business Days after ▇▇▇▇▇’s receipt of the objections (the “Response Period”) in which to resolve Seller’s objections in writing. Buyer may, but shall not be required to, resolve Seller’s objections. If Seller and Buyer do not timely resolve Seller’s objections, Seller may cancel the PSA by providing written notice to Buyer no later than five (5) Business Days after expiration of the Response Period. The Brokerage or the Escrow Agent, as applicable, upon receipt of a copy of Seller’s written notice of cancellation, shall return to Buyer the ▇▇▇▇▇▇▇ Money Deposit.
Seller Objections. If Seller does not immediately cancel the REPC as provided above, Seller may, by the Evaluations & Inspections Deadline referenced in Section 24(c) of the REPC, provide Buyer with written objections. Buyer and Seller shall have seven calendar days after Buyer's receipt of the objections (the "Response Period") in which to agree in writing upon the manner of resolving Seller's objections. Buyer may, but shall not be required to, resolve Seller's objections. If Seller and Buyer have not agreed in writing upon the manner of resolving Seller's objections, Seller may cancel the REPC by providing written notice to Buyer no later than three calendar days after expiration of the Response Period. The Brokerage, upon receipt of a copy of Seller's written notice of cancellation, shall return to Buyer the ▇▇▇▇▇▇▇ Money Deposit.
Seller Objections. If Seller has any objections to any Earnout Calculation Statement, Seller shall deliver to Purchaser a statement setting forth its objections thereto (each an “Earnout Objection Statement”), which shall set forth in reasonable detail the basis for the objection or adjustment of any line items which Seller believes were not prepared in accordance with this Agreement and Seller’s good faith calculation of the correct amount of any such line items. If an Earnout Objection Statement is not delivered to Purchaser within thirty (30) days following the date of delivery of any Earnout Calculation Statement (such period, the “Earnout Objection Period”), such Earnout Calculation Statement shall be final, binding and non-appealable by the Parties. For the avoidance of doubt, any amount paid by Purchaser to Seller in respect of the Earnout Payment prior to the expiration of the applicable Earnout Objection Period shall not prejudice Seller’s right to submit an Earnout Objection Statement with respect to the related Earnout Calculation Statement.