Claims Period. Except as provided in this Section 8.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; provided, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.
Appears in 5 contracts
Samples: Transition Services Agreement (RSL Communications PLC), Transition Services Agreement (RSL Communications PLC), Transition Services Agreement (RSL Communications PLC)
Claims Period. Except (a) The Claims Period under this Article IX shall begin on the Closing Date and with respect to any indemnification claim under Section 9.1, the Claims Period shall terminate on the date that is fifteen (15) months following the Closing Date. For the avoidance of doubt, the survival period for claims made under Section 5.4 shall be as provided set forth in this Section 8.4, no 5.4(h).
(b) No claim for indemnification under this Agreement may Article IX can be asserted by an Indemnified Party made after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; provided, however, that provided if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement (Charles River Laboratories International Inc)
Claims Period. Except as provided in this Section 8.46.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of twelve (12) months after the appropriate claims period date hereof (the "Claims Period") which shall commence on the date hereof and shall terminate two (2) years after the date hereof). No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; provided, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.
Appears in 1 contract
Claims Period. Except as provided in this Section 8.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Period; provided, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, . the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.
Appears in 1 contract
Samples: Transition Services Agreement (RSL Communications PLC)
Claims Period. Except as provided in this Section 8.4, no claim for indemnification under this Agreement may be asserted by an Indemnified Party after the expiration of the appropriate claims period (the "Claims Period") which shall commence on the Closing Date and shall terminate on the second (2nd) anniversary of the Closing Date; provided, however, that the Claims Period with respect to Purchaser Losses arising under Sections 8.1(a), 8.1(b) and 8.1(d) of this Agreement shall commence on the date hereof and shall terminate two (2) years after the date hereof. No Indemnified Party shall be entitled to make any claim for indemnification hereunder after the appropriate Claims Periodsurvive and remain in effect without limitation, except as limited by law; provided, further, however, that if prior to the close of business on the last day of the Claims Period, an Indemnifying Party shall have been properly notified of a claim for indemnity hereunder and such claim shall not have been finally resolved or disposed of at such date, the basis of such claim shall continue to survive with respect to such claim and shall remain a basis for indemnity hereunder with respect to such claim until such claim is finally resolved or disposed of in accordance with the terms hereof.
Appears in 1 contract
Samples: Asset Purchase Agreement (Horizon Medical Products Inc)