Examination and Review. A volunteer, upon presenting identification, shall be permitted by appointment to examine and copy his/her complete County volunteer file, MCFRS operating, or medical record. The volunteer shall indicate in writing, to be placed in his/her file, that he/she has examined the same. The custodian of medical records may determine, consistent with State law, that certain medical information will only be released to the physician or attorney of the volunteer upon receipt of a signed release from the volunteer. Medical records will be maintained in accordance with Section Three of this Article. The County may retain and store records in various formats, including as electronically imaged documents. Confidentiality must be maintained and assured in all formats. Unless otherwise expressly set forth in Sections One through Six, no other documents or information may be placed or maintained in the County volunteer file, MCFRS operating record, or medical file.
Examination and Review. Within thirty (30) days following receipt by Sellers of the Post-Closing Statement, Sellers may deliver written notice to the Company of any dispute Sellers may have with respect to the preparation or content of the Post-Closing Statement. Such notice must describe in reasonable detail the disputed items (including Sellers’ calculation of the amount of the disputed item) contained in the Post-Closing Statement and the basis for any such dispute (the “Dispute Notice”). In the event Sellers deliver a Dispute Notice, any items not disputed in such Dispute Notice shall be deemed to have been accepted by Sellers and will be final, conclusive and binding on the parties. If Sellers fail to deliver a Dispute Notice with respect to the Post-Closing Statement within such thirty (30)-day period, such Post-Closing Statement shall be deemed to have been accepted by Sellers and will be final, conclusive and binding on the parties. In the event a Dispute Notice is delivered within the thirty (30)-day review period, the Company and Sellers shall use good faith reasonable efforts to negotiate to resolve such dispute. If the Company and Sellers, notwithstanding such good faith effort, fail to resolve all of the items set forth in the Dispute Notice within thirty (30) days after the delivery by Sellers of such Dispute Notice (or such longer period as may be agreed by the Company and Seller), then any amounts remaining in dispute (“Disputed Amounts”) shall be submitted for resolution by the Company and Sellers to an impartial nationally recognized independent accounting firm to be mutually agreed upon (the “Independent Accountant”), who, acting as experts and not arbitrators, shall resolve the Disputed Amounts only. The Company and Sellers shall each direct the Independent Accountant to render a written determination within thirty (30) days of its retention. The Independent Accountant’s determination shall be based solely on the Post-Closing Statement, the Dispute Notice and supporting materials submitted therewith by the Company and Sellers (i.e., not on the basis of an independent review) and on the terms and provisions of this Agreement. The determination of the Independent Accountant shall be binding and conclusive on the parties and not subject to appeal. The Independent Accountant shall only decide the specific items under dispute by the parties and the decision of the Independent Accountant for each Disputed Amount must be within the range of values assigned to each su...
Examination and Review. After receipt of the Signing Working Capital Statement, Investor shall have sixty (60) days (the “Review Period”) to review the Signing Working Capital Statement. During the Review Period, the Company Parties will make available at Investor’s reasonable request all records and work papers of the Company Parties used in preparing the Signing Working Capital Statement. If Investor disagrees with any of the amounts set forth in the Signing Working Capital Statement, Investor may provide a written notice of proposed changes to any such calculation specifying in reasonable detail all disputed items and the basis therefor (a “Change Notice”) to Company Parent prior to the end of the Review Period (and in the event no Change Notice is provided during such period, Investor will be deemed to have agreed to and accepted the Signing Working Capital Statement). The Company Parties shall reasonably promptly cooperate with Investor in providing such information as Investor reasonably requests in connection with the review of the Signing Working Capital Statement. If Investor provides a Change Notice to Company Parent within the Review Period, the Signing Working Capital Statement and the components thereof included in the Change Notice shall be finally determined in accordance with the resolution of dispute procedures set forth in Section 2.4(a)(iii). If no Change Notice is provided by Investor prior to the expiration of the Review Period, the Signing Working Capital Statement shall be binding on the parties in all respects.
Examination and Review. (i) After receipt of the Closing Working Capital Statement, Carlyle and X. Xxxxx shall have 30 days (the “Review Period”) to review the Closing Working Capital Statement. During the Review Period, Carlyle and X. Xxxxx and their accountants shall have full access to the books and records of the Company, the personnel of, and work papers prepared by, Parent and Parent’s accountants to the extent that they relate to the Closing Working Capital Statement and to such historical financial information (to the extent in Parent’s possession) relating to the Closing Working Capital Statement as Carlyle and X. Xxxxx may reasonably request for the purpose of reviewing the Closing Working Capital Statement and to prepare a Statement of Objections (defined below), provided, that such access shall be in a manner that does not interfere with the normal business operations of Parent or the Company.
Examination and Review. (i) After receipt of the proposed True-Up Adjustment, the City shall have thirty (30) days (the “Review Period”) to review the proposed True-Up Adjustment. During the Review Period, the City and the City’s accountants shall have full access to the relevant books and records of Buyer, the personnel of, and work papers prepared by, Xxxxx and/or Buyer’s accountants to the extent that they relate to the True- Up Adjustment and to such historical financial information (to the extent in Buyer’s possession) relating to the True-Up Adjustment as the City may reasonably request for the purpose of reviewing the proposed True-Up Adjustment and to prepare a Statement of Objections (defined below), provided, that such access shall be in a manner that does not unreasonably interfere with the normal business operations of Buyer.
Examination and Review. (i) After receipt of the Closing Working Capital Statement, the Company shall have thirty (30) days (the “Review Period”) to review the Closing Working Capital Statement. During the Review Period, the Company and its accountants shall have full access to the books and records of Newco and USU, the personnel of, and work papers prepared by, Newco and/or its accountants to the extent that they relate to the Closing Working Capital Statement and to such historical financial information (to the extent in Newco’s possession) relating to the Closing Working Capital Statement as the Company may reasonably request for the purpose of reviewing the Closing Working Capital Statement and to prepare a Statement of Objections (defined below), provided, that such access shall be in a manner that does not interfere with the normal business operations of Newco.
Examination and Review. The Closing Statement delivered by Buyer to Sellers shall be final, conclusive and binding upon the parties unless Sellers, within forty-five (45) days after delivery to Sellers of the Closing Statement, notifies Buyer in writing that Sellers dispute any of the amounts set forth therein (a “Dispute Notice”). To be valid and effective, the Dispute Notice shall contain a specific list of the disputed line items and, for each individual disputed line item, reasonable detail regarding the nature and the basis for such disputed line item and Sellers’ proposed calculation thereof (each such item, a “Disputed Item”). Prior to the final resolution of the Closing Statement, Buyer may supplement or revise its position with respect to any item or amount contained in the Closing Statement. Any supplement delivered by Buyer shall be deemed an amendment to the Closing Statement and shall entitle Sellers to amend its Dispute Notice (and the Disputed Items) in its entirety by delivery of an amended Dispute Notice within thirty (30) days after delivery to Sellers of such supplemental or revised items. If a timely Dispute Notice is delivered by Sellers, then the Closing Statement shall become final, conclusive and binding on the parties on the earlier of (i) the date Buyer and Sellers resolve in writing any differences they have with respect to all Disputed Items and (ii) the date all Disputed Items are finally resolved in writing by the Independent Accountant. (e)
Examination and Review. (i) After receipt of the Closing Statement, Seller shall have forty-five (45) days (the “Review Period”) to review the Closing Statement. During the Review Period, Seller shall have reasonable access to the Books and Records of the Business, the personnel of, and work papers prepared by, Buyer and/or Buyer’s accountants, and such historical financial information of the Business (to the extent in Buyer’s possession) as is reasonably necessary to review the Closing Statement, provided , that such access shall be at Seller’s expense, during normal business hours, upon reasonable advance notice to Buyer and in a manner that does not interfere with the normal business operations of Buyer.
Examination and Review. The Administrative Agent shall have completed to its satisfaction a collateral security and operational examination of the Borrowers, including a review by its counsel of the insurance coverage maintained by the Borrowers with respect to the Pledged Inventory and its operating businesses.
Examination and Review. (i) After receipt of the Closing Statement, the Seller shall have thirty (30) days (the “Review Period”) to review the Closing Statement. During the Review Period, the Seller and the Seller’s accountants shall have full access to the books and records of the Company through the Closing Date, and work papers prepared by, the OpCo Buyer or the OpCo Buyer’s accountants to the extent that they relate to the Closing Statement and to such historical financial information (to the extent in the OpCo Buyer’s possession) relating to the Closing Statement as the Seller may reasonably request for the purpose of reviewing the Closing Statement and to prepare a Statement of Objections (defined below), provided, however, that such access shall be in a manner that does not interfere with the normal business operations of the OpCo Buyer or the Company.
