Accrual of Indemnification Obligation. Notwithstanding anything to the contrary in this Agreement, the Indemnitee shall have no right to indemnification against the Seller for any Indemnification Claim which (i) does not involve a Third-Party Claim but is disputed by Seller until such time as such dispute is resolved by written agreement or by a final, non-appealable order of court of competent jurisdiction or (ii) which involves a Third-Party Claim until such time as such Third-Party Claim is concluded, including any appeals with respect thereto in the case of a claim in litigation.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (CNL Healthcare Properties, Inc.), Purchase and Sale Agreement (CNL Healthcare Properties, Inc.), Purchase and Sale Agreement (CNL Healthcare Properties, Inc.)
Accrual of Indemnification Obligation. Notwithstanding anything to the contrary in this Master Purchase and Sale Agreement, the Indemnitee shall have no right to indemnification against the Seller Indemnitor for any Indemnification Claim which (i) does not involve a Third-Party Claim but is disputed by Seller Indemnitor until such time as such the dispute is resolved by written agreement or by a finalother means as the Parties otherwise may agree in writing, non-appealable order of court of competent jurisdiction or (ii) which involves a Third-Party Claim until such time as such the Third-Party Claim is concluded, including any appeals with respect thereto in the case of a claim in litigationthereto.
Appears in 2 contracts
Samples: Master Purchase and Sale Agreement (Hersha Hospitality Trust), Master Purchase and Sale Agreement (Hersha Hospitality Trust)
Accrual of Indemnification Obligation. Notwithstanding anything to the contrary in this Agreement, the Indemnitee shall have no right to indemnification against the Seller for any Indemnification Claim which (i) does not involve a Third-Party Claim but is disputed by Seller until such time as such dispute is resolved by written agreement or by a final, non-appealable order of court of competent jurisdiction or (ii) which involves a Third-Party Claim until such time as such Third-Party Claim is concluded, including any appeals with respect thereto in the case of a claim in litigation.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Healthcare Realty Trust Inc)
Accrual of Indemnification Obligation. Notwithstanding anything to the contrary in this Agreement, the Indemnitee shall have no right to indemnification against the Seller Indemnitor for any Indemnification Claim which (ia) does not involve a Third-Party Claim but is disputed by Seller Indemnitor until such time as such dispute is resolved by written agreement or by a final, non-appealable order of court of competent jurisdiction or (iib) which involves a Third-Party Claim until such time as such Third-Party Claim is concluded, including any appeals with respect thereto in the case of a claim in litigation.
Appears in 1 contract
Samples: Asset Purchase Agreement (CNL Healthcare Properties II, Inc.)