Impartial Accounting Firm definition

Impartial Accounting Firm has the meaning set forth in Section 2.3(c)(iv).
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Impartial Accounting Firm means the accounting firm mutually agreed upon by both Seller and Purchaser.
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Impartial Accounting Firm has the meaning set forth in Section 2.6(a).
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Examples of Impartial Accounting Firm in a sentence

  • The proposed allocation report as agreed between Seller and Purchaser or as finally determined by the Impartial Accounting Firm shall be the “Final Allocation Report.” Purchaser and Seller agree to adjust the Final Allocation Report as appropriate to reflect any payment of Holdback Amounts to Seller.

  • Any such resolution shall be conclusive and binding on the parties and the fees of the Impartial Accounting Firm shall be borne as the Impartial Accounting Firm shall determine after considering the positions asserted by the parties in light of its final decision.

  • If the parties are unable to resolve the matter within such 30-day period, they shall jointly appoint an impartial nationally recognized independent certified public accounting firm (the "Impartial Accounting Firm") mutually acceptable to the parties (or, if they cannot agree on a mutually acceptable firm, they shall cause their respective accounting firms to select such firm) within five (5) days after the end of such 30-day period to resolve any such remaining matters.

  • The parties shall fully cooperate with the Impartial Accounting Firm.

  • If it comes to our attention that the name You registered on Your User Account and the name linked to Your Payment Mechanism differ, Your User Account will be suspended, purchases may be voided, and any Virtual Coins balance may be adjusted accordingly.

  • The parties acknowledge that prior to the execution of this Agreement, Purchaser has had an opportunity to review and solicit counsel regarding the Estimated Closing Balance Sheet and Purchaser and Seller have discussed the Estimated Closing Balance Sheet, but the parties agree that such opportunity and such discussions shall not be considered by the Impartial Accounting Firm in reaching its conclusions regarding any dispute.

  • Any such resolution shall be conclusive and binding on the parties and the fees of the Impartial Accounting Firm shall be borne equally (and paid directly) by Parent, on the one hand, and the Sellers, on the other hand.

  • The Impartial Accounting Firm shall be instructed to reach its conclusion regarding the dispute within thirty (30) days of its appointment to settle the dispute.

  • In the event Seller fails to promptly pay such fees and expenses, Purchaser may elect to pay to the Impartial Accounting Firm the reasonable fees and expenses for which Seller is determined by the Impartial Accounting Firm to be responsible hereunder (the “Seller Expenses”), in which case Purchaser shall be reimbursed for such payment by deduction of the amount of Seller Expenses from the value of the Holdback Amount as “Damages” for purposes of Article 8.

  • The parties shall, and shall cause their respective representatives to, reasonably cooperate with the Impartial Accounting Firm and shall instruct the Impartial Accounting Firm to reach its conclusion regarding the disputed matters (and only such disputed matters) and to declare a Final Closing Balance Sheet within 30 days of its appointment to settle the dispute.

Related to Impartial Accounting Firm

  • Accounting Firm means a nationally recognized certified public accounting firm or other professional organization that is a certified public accounting firm recognized as an expert in determinations and calculations for purposes of Section 280G of the Code that is selected by the Company prior to a Change in Control for purposes of making the applicable determinations hereunder and is reasonably acceptable to Executive, which firm shall not, without Executive’s consent, be a firm serving as accountant or auditor for the individual, entity or group effecting the Change in Control.

  • Independent Accounting Firm has the meaning set forth in Section 2.05(c).

  • Neutral Accountant means a national independent accounting firm selected by Buyer and reasonably acceptable to Sellers.

  • Neutral Auditor means Ernst & Young or, if Ernst & Young is unable to serve, an impartial nationally recognized firm of independent certified public accountants other than Seller’s accountants or Purchaser’s accountants, mutually agreed to by Purchaser and Seller.

  • Valuation Firm means a nationally recognized independent investment banking or valuation firm with expertise in the oil and gas sector.

  • Accounting Referee has the meaning set forth in Section 6.01(c).

  • Independent Accountant has the meaning set forth in Section 2.04(c)(iii).

  • CPA Firm has the meaning set forth in Section 4.1(d)(iii).

  • cost accountant means a cost accountant as defined in clause (b) of sub-section (1) of section 2 of the Cost and Works Accountants Act, 1959 (23 of 1959) and who has obtained a certificate of practice under sub-section (1) of section 6 of that Act;

  • the Auditors means the auditors from time to time of the company or, in the case of joint auditors, any one of them;

  • Independent Financial Expert means a U.S. investment banking firm of national standing in the United States, (i) which does not, and whose directors, officers and employees or affiliates do not have a direct or indirect material financial interest for its proprietary account in the Company or any of its affiliates and (ii) which, in the judgment of the board of directors of the Company, is otherwise independent with respect to the Company and its affiliates and qualified to perform the task for which it is to be engaged.

  • Independent Expert means a Person or entity with no material current or prior business or personal relationship with the Advisor or the Directors and who is engaged to a substantial extent in the business of rendering opinions regarding the value of assets of the type held by the Company.

  • Registered Public Accounting Firm has the meaning specified in the Securities Laws and shall be independent of the Borrower as prescribed by the Securities Laws.

  • Company Auditor means Xxxxx Xxxxx US, LLP (FKA: Xxxxx Xxxxx Xxxxxxx Xxxxxx, LLP), with offices located at 000 Xxxxx Xxxxx Xxxxxx, Xxxxx 0000, Xxxxxxxxxxx, XX 00000-0000.

  • public accountant means a person who is registered or deemed to be registered under the Accountants Act (Cap. 2) as a public accountant;

  • Independent Auditors has the meaning set forth in Section 3.2.

  • Pre-FIRM means construction or other development for which the “start of construction” occurred before the effective date of the initial Flood Insurance Rate Map.

  • Independent Public Accountant means the firm of independent public accountants of nationally recognized standing selected by the Owner to perform an annual financial audit pursuant to the terms of this Agreement.

  • Auditor means the person for the time being performing the duties of auditor of the Company (if any).

  • Independent Auditor has the meaning specified in Section 6.01(a).

  • Qualified accountant means a member of a professional body that is approved by ASIC in writing for the purpose of the definition. ASIC has indicated that it will approve any member of:

  • Audit Firm means a firm which provides audit services;

  • sponsoring firm means the firm registered in a jurisdiction of Canada on whose behalf an individual acts as a dealer, an underwriter, an adviser, a chief compliance officer or an ultimate designated person;

  • Initial Audit is Bank’s inspection of Borrower’s Accounts, the Collateral, and Borrower’s Books, with results satisfactory to Bank in its sole and absolute discretion.

  • Actuary means a person who is a member in good standing of the American academy of actuaries.

  • Independent Evaluator A person empowered, pursuant to Section 23.5 (Failure to Reach Agreement) and Section 23.10 (Dispute) of this Agreement, to resolve disputes due to failure of the Parties to agree on a Performance Standards Revision Document.