Admitted Claims Sample Clauses
The "Admitted Claims" clause defines which claims made under a contract are acknowledged and accepted as valid by the responsible party, typically an insurer or indemnifying party. In practice, this clause outlines the process for determining when a claim is considered admitted, such as after an investigation or upon agreement between the parties, and may specify the types of losses or damages that qualify. Its core function is to provide clarity and certainty regarding which claims will be honored and paid, thereby reducing disputes and ensuring prompt resolution of covered losses.
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Admitted Claims. If, within twenty (20) Business Days after a Notice of Claim is delivered to the Indemnifying Party, the Indemnifying Party agrees in writing (i) that liability for such Claim is indemnified under this Agreement and (ii) to the full amount of the Damages specified in the Notice of Claim, the Indemnifying Party shall be conclusively deemed to have consented to the recovery by the Indemnified Party of the full amount of Damages specified in the Notice of Claim.
Admitted Claims. If, within twenty (20) Business Days after a Notice of Reg Rights Claim is delivered to the Reg Rights Indemnifying Person, the Reg Rights Indemnifying Person agrees in writing that Liability for such Claim is indemnified under Section 9.1(h)(i) or Section 9.1(h)(ii), as applicable, the full amount of the Damages specified in the Notice of Reg Rights Claim is agreed to, and that such Notice of Reg Rights Claim is timely, the Reg Rights Indemnifying Person shall be conclusively deemed to have consented to the recovery by the Reg Rights Indemnified Person of the full amount of Damages specified in the Notice of Reg Rights Claim; provided, that, to the extent the full amount of Damages is not known at the time such Notice of Reg Rights Claim is delivered, payment by the Reg Rights Indemnifying Person under this Section 9.1(k)(i) with respect to any speculative Damages shall not be due until the actual amount of such Damages is known.
Admitted Claims. If, within 20 Business Days after a Notice of Claim is delivered to the Indemnitor, the Indemnitor agrees in writing that liability for such Claim is indemnified under Section 9.1 or Section 9.9, as applicable, the full amount of the Damages specified in the Notice of Claim is agreed to, and that such Notice of Claim is timely, the Receiving Party (on behalf of the Company Stockholders and Optionholders in the case where the Shareholders’ Representative is the Receiving Party) shall be conclusively deemed to have consented to the recovery by the Indemnitee of the full amount of Damages specified in the Notice of Claim in accordance with this Article IX, including, in the event that the Shareholders’ Representative is the Receiving Party, the forfeiture of a portion of the Indemnification Escrow Account equal to such Damages, and Acquiror shall be authorized to deliver such agreement to the Escrow Agent instructing the Escrow Agent to make a wire transfer to the Acquiror in the amount of such Damages.
Admitted Claims. If, within 20 Business Days after a Notice of Claim is delivered to the Indemnitor, the Indemnitor agrees in writing that liability for such Claim is indemnified under Article XI the full amount of the Damages specified in the Notice of Claim is agreed to, and that such Notice of Claim is timely, the Indemnitor shall be conclusively deemed to have consented to the recovery by the Buyer Indemnitee of the full amount of Damages specified in the Notice of Claim in accordance with this Section 11.4(a).
Admitted Claims. If the Primary Seller Parties agree in writing that liability for an Indemnification Claim is indemnified under Article IX for the full amount of the Damages specified in the Notice of Claim or amendment to Notice of Claim, or fail to give the Purchaser Indemnitee written notice contesting all or any portion of a Notice of Claim within thirty (30) days after such Notice of Claim (or amendment to any such Notice of Claim) is properly delivered to each of the Primary Seller Parties pursuant to Section 10.7 of this Agreement, then the Sellers shall be conclusively deemed to have consented to the recovery (subject to the limitations set forth in Section 9.2) by the Purchaser Indemnitee of the lesser of (i) the full amount of Damages actually incurred by such Purchaser Indemnitee in respect of such Indemnification Claim and (ii) the estimate of the anticipated Damages, if any, specified in such Notice of Claim or amendment thereto, as applicable.
Admitted Claims. If, within twenty (20) Business Days after a Notice of Reg Rights Claim is delivered to the Indemnifying Person, the Indemnifying Person agrees in writing that liability for such Claim is indemnified under Section 5.22(h)(i) or Section 5.22(h)(ii) (Indemnification), as applicable, the full amount of the Damages specified in the Notice of Reg Rights Claim is agreed to, and that such Notice of Reg Rights Claim is timely, the Indemnifying Person (or the Sellers’ Representative on behalf of the Sellers if the Indemnified Person is an Ascent Registration Rights Indemnitee) shall be conclusively deemed to have consented to the recovery by the Indemnified Person of the full amount of Damages specified in the Notice of Reg Rights Claim, in each case subject to the limitations set forth in Article IX (Indemnification; Tax Matters), including, if the Indemnified Person is an Ascent Registration Rights Indemnitee, payment of funds from the Fund Indemnity equal to such Damages, and Ascent (on behalf of the Ascent Registration Rights Indemnitees) shall be authorized to deliver such agreement to the Fund Indemnifying Person instructing the Fund Indemnifying Person to make a wire transfer to Ascent (on behalf of the Ascent Registration Rights Indemnitees) in the amount of such Damages; provided, that, to the extent the full amount of Damages is not known at the time such Notice of Reg Rights Claim is delivered, payment by the Indemnifying Person under this Section 5.22(k)(i) (Admitted Claims) with respect to any speculative Damages shall not be due until the actual amount of such Damages is known.
Admitted Claims. If, within 20 Business Days after a Notice of Claim is delivered to the Indemnitor, the Indemnitor agrees in writing that liability for such Claim is indemnified under Section 9.1 or Section 9.2, as applicable, the full amount of the Damages specified in the Notice of Claim is agreed to, the Indemnitor (on behalf of the Company Holders if the Stockholder Representative is the Indemnitor) shall be conclusively deemed to have consented to the recovery by the Indemnitee of the full amount of Damages specified in the Notice of Claim in accordance with this Article IX, including, if the Stockholder Representative is the Indemnitor, the forfeiture of a portion of the Indemnity Escrow equal to such Damages, and Parent shall be authorized to deliver such agreement to the Escrow Agent instructing the Escrow Agent to make a wire transfer to Parent in the amount of such Damages.
Admitted Claims. If, within 20 Business Days after a Notice of Claim is delivered to the Indemnitor, the Indemnitor agrees in writing that liability for such Claim is indemnified under Section 7.1 or Section 7.2, as applicable, the full amount of the Damages specified in the Notice of Claim is agreed to, and that such Notice of Claim is timely, the Indemnitor (on behalf of the Company Holders if the Indemnitee is a Buyer Indemnified Person) shall be conclusively deemed to have consented to the recovery by the Indemnitee of the full amount of Damages specified in the Notice of Claim in accordance with this Article VII, including, if the Indemnitee is a Buyer Indemnified Person, the forfeiture of a portion of the Indemnity Escrow equal to such Damages, and Parent shall be authorized to deliver such agreement to the Escrow Agent instructing the Escrow Agent to make a wire transfer to Parent in the amount of such Damages; provided, that to the extent the full amount of Damages is not known at the time such Notice of Claim is delivered (such as in the case of a Third-Party Claim which is subject to an unresolved dispute between the claimant and the Indemnitee, with respect to amounts claimed by the claimant), payment by the Indemnitor under this Section 7.5(a) with respect to any speculative Damages shall not be due until the actual amount of such Damages is known.