Common use of Amounts Payable by Indemnifying Shareholders Clause in Contracts

Amounts Payable by Indemnifying Shareholders. The amounts payable by the Indemnifying Shareholders under this Agreement (i.e., the fees and expenses of arbitrators payable pursuant to Section 4(e), the fees of the Escrow Agent payable pursuant to Section 7 and the indemnification obligations pursuant to Sections 8(b)) shall be payable solely as follows. The Indemnification Representatives shall notify the Escrow Agent of any such amount payable by the Indemnifying Shareholders as soon as they become aware that any such amount is payable, with a copy of such notice to the Purchaser. On the sixth business day after the delivery of such notice, the Escrow Agent shall sell such number of Escrow Shares (up to the number of Escrow Shares then available in the Escrow Account), subject to compliance with all applicable securities laws, as is necessary to raise such amount, and shall disburse such proceeds to the party to whom such amount is owed in accordance with the instructions of the Indemnification Representatives; provided that if the Purchaser delivers to the Escrow Agent (with a copy to the Indemnification Representatives), within five business days after delivery of such notice by the Indemnification Representatives, a written notice contesting the legitimacy or reasonableness of such amount, then the Escrow Agent shall not sell Escrow Shares to raise the disputed portion of such claimed amount, and such dispute shall be resolved by the Purchaser and the Indemnification Representatives in accordance with the procedures set forth in Section 4(e).

Amounts Payable by Indemnifying Shareholders. The amounts payable by the Indemnifying Shareholders under this Agreement (i.e., the fees and expenses of arbitrators payable pursuant to Section 4(e), the fees of the Escrow Agent payable pursuant to Section 7 and the indemnification obligations pursuant to Sections 8(b)Section 13) shall be payable solely as follows. The Purchaser or the Indemnification Representatives Representative shall notify the Escrow Agent of any such amount payable by the Indemnifying Shareholders as soon as they become aware that any such amount is payable, with a copy of such notice to the Purchaser. On the sixth business day after the delivery of such notice, the Escrow Agent shall sell such number of Escrow Shares (up to the number of Escrow Shares then available in the Escrow Account), subject to compliance with all applicable securities laws, as is necessary to raise such amount, and shall disburse such proceeds to the party to whom such amount is owed in accordance with the instructions of the Indemnification RepresentativesRepresentative; provided that if the Purchaser delivers to the Escrow Agent (with a copy to the Indemnification RepresentativesRepresentative), within five business days after delivery of such notice by the Indemnification RepresentativesRepresentative, a written notice contesting the legitimacy or reasonableness of such amount, then the Escrow Agent shall not sell Escrow Shares to raise the disputed portion of such claimed amount, and such dispute shall be resolved by the Purchaser and the Indemnification Representatives Representative in accordance with the procedures set forth in Section 4(e).

Amounts Payable by Indemnifying Shareholders. The amounts payable by the Indemnifying Shareholders under this Indemnifying Escrow Agreement (i.e., the fees and expenses of arbitrators payable pursuant to Section 4(e), the fees of the Escrow Agent payable pursuant to Section 7 5 and the indemnification obligations pursuant to Sections 8(bSection 6(b)) shall be payable solely as follows. The Indemnification Representatives Escrow Agent shall notify the Escrow Agent Indemnification Representative of any such amount payable by the Indemnifying Shareholders as soon as they become it becomes aware that any such amount is payable, with a copy of such notice to the PurchaserBuyer. On the sixth business day after the delivery of such notice, the Escrow Agent shall sell such number of Escrow Shares (up to the number of Escrow Shares then available in the Escrow Account), subject to compliance with all applicable securities laws, as is necessary to raise such amount, and shall disburse be entitled to apply the proceeds of such proceeds to the party to whom sale in satisfaction of such amount is owed in accordance with the instructions indemnification obligations of the Indemnification RepresentativesIndemnifying Shareholders; provided that if the Purchaser Buyer delivers to the Escrow Agent (with a copy to the Indemnification RepresentativesRepresentative), within five business days after delivery of such notice by the Indemnification RepresentativesRepresentative, a written notice contesting the legitimacy or reasonableness of such amount, then the Escrow Agent shall not sell Escrow Shares to raise the disputed portion of such claimed amount, and such dispute shall be resolved by the Purchaser and the Indemnification Representatives amount except in accordance with the procedures set forth in terms of clauses (i) or (ii) of Section 4(e3(a).