Common use of Claims Notice Clause in Contracts

Claims Notice. In the event that either an Investor Indemnitee or a Company Indemnitee wishes to assert a claim for indemnification hereunder with respect to any Liability or Loss, such party seeking indemnification (the “Indemnified Party”) shall deliver written notice (a “Claims Notice”) to the other party no later than ten (10) Business Days after such claim becomes known to the Indemnified Party, specifying the facts constituting the basis for, and the amount (if known) of the claim asserted. Failure to deliver a Claims Notice with respect to a claim in a timely manner, as specified in the preceding sentence, shall not be deemed a waiver of the Indemnified Party’s right to indemnification hereunder for Losses in connection with such claim, but the amount of reimbursement to which the Indemnified Party is entitled shall be reduced by the amount, if any, by which the Indemnified Party’s Losses would have been less had such Claims Notice been timely delivered.

Claims Notice. In the event that either an Investor Indemnitee Purchaser, LLANY or a Company Indemnitee Seller wishes to assert a claim for indemnification hereunder with respect to any Liability or Losshereunder, such party seeking indemnification (the “Indemnified Party”"INDEMNIFIED PARTY") shall deliver written notice (a “Claims Notice”"CLAIMS NOTICE") to the other party (the "INDEMNIFYING PARTY") no later than ten (10) Business Days after such claim becomes known to the Indemnified Party, specifying the facts constituting the basis for, and the amount (if known) of the claim asserted. Failure to deliver a Claims Notice with respect to a claim (other than a claim based on an Asserted Liability) in a timely manner, manner as specified in the preceding sentence, sentence shall not be deemed a waiver of the Indemnified Party’s 's right to indemnification hereunder for Losses in connection with such claim, but the amount of reimbursement to which the Indemnified Party is entitled shall be reduced by the amount, if any, by which the Indemnified Party’s 's Losses would have been less had such Claims Notice been timely delivered.; provided, that the failure to deliver a Claims Notice with respect to an Asserted Liability within twenty (20) Business Days of the Indemnified Party's receipt of written notice of such Asserted Liability shall be deemed to be a waiver of the Indemnified Party's right to indemnification hereunder for Losses in connection with such Asserted Liability. 79

Claims Notice. In the event that either an Investor a Purchaser Indemnitee or a Company ------------- Seller Indemnitee wishes to assert a claim for indemnification hereunder with respect to any Liability or Losshereunder, such party seeking indemnification (the “"Indemnified Party”") shall deliver written notice (a “"Claims Notice”") to the other party from which indemnification is sought (the "Indemnifying Party") no later than ten (10) Business Days after such claim becomes known to the Indemnified Party, specifying the facts constituting the basis for, and the amount (if known) of the claim asserted. Failure to deliver a Claims Notice with respect to a claim (other than a claim based on a Third Party Claim) in a timely manner, manner as specified in the preceding sentence, sentence shall not be deemed a waiver of the Indemnified Party’s 's right to indemnification hereunder for Losses in connection with such claim, but the amount of reimbursement to which the Indemnified Party is entitled shall be reduced by the amount, if any, by which the Indemnified Party’s 's Losses would have been less had such Claims Notice been timely delivered.

Claims Notice. In the event that either an Investor a Purchaser Indemnitee or a Company Seller Indemnitee wishes to assert a claim for indemnification hereunder with respect to any Liability or Loss, such party seeking indemnification (the “Indemnified Party”) shall deliver written notice (a “Claims Notice”) to the other party (the “Indemnifying Party”) no later than ten (10) Business Days after such claim becomes known to the Indemnified Party, specifying the facts constituting the basis for, and the amount (if known) of the claim asserted. Failure to deliver a Claims Notice with respect to a claim in a timely manner, manner as specified in the preceding sentence, sentence shall not be deemed a waiver of the Indemnified Party’s right to indemnification hereunder for Losses in connection with such claim, but the amount of reimbursement to which the Indemnified Party is entitled shall be reduced by the amount, if any, by which the Indemnified Party’s Losses would have been less had such Claims Notice been timely delivered.

Claims Notice. In the event that either an Investor a Purchaser Indemnitee or a Company Seller Indemnitee wishes to assert a claim for indemnification hereunder with respect to any Liability or Losshereunder, such party the Party seeking indemnification (the “Indemnified Party”) shall deliver written notice (a “Claims Notice”) to the other party Party (the “Indemnifying Party”) no later than ten thirty (1030) Business Days after such claim becomes known to the Indemnified Party, specifying the facts constituting the basis for, and the amount (if known) of of, the claim asserted. Failure to deliver a Claims Notice with respect to a claim in a timely manner, manner as specified in the immediately preceding sentence, sentence shall not be deemed a waiver of the Indemnified Party’s right to indemnification hereunder for Losses in connection with such claimclaim except to the extent the Indemnifying Party shall have been actually prejudiced as a result of such failure, but the amount of reimbursement to which the Indemnified Party is entitled shall be reduced by the amount, if any, by which the Indemnified Party’s Losses would have been less had such Claims Notice been timely delivered.