Direct Claim. Any claim by an indemnified party with respect to any Damages which do not result from a claim for indemnity involving a third party (a “Direct Claim”) will be asserted by giving the indemnifying party reasonably prompt written notice thereof, stating the nature of such claim in reasonable detail and indicating the estimated amount, if practicable. The indemnifying party will have a period of ninety (90) days from receipt of such Direct Claim within which to respond to such Direct Claim. If the indemnifying party does not respond within such ninety (90) day period, the indemnifying party will be deemed to have accepted such Direct Claim. If the indemnifying party rejects such Direct Claim, the indemnified party will be free to seek enforcement of its rights to indemnification under this Agreement.
Appears in 13 contracts
Samples: Sale and Purchase Agreement (Shell Midstream Partners, L.P.), Purchase and Sale Agreement (Shell Midstream Partners, L.P.), Contribution Agreement (Shell Midstream Partners, L.P.)
Direct Claim. Any claim by an indemnified party with respect to any Damages which do not result from a claim for indemnity involving a third party Third Party Indemnity Claim (a “Direct Claim”) will be asserted by giving the indemnifying party reasonably prompt written notice thereof, stating the nature of such claim in reasonable detail and indicating the estimated amount, if practicable. The indemnifying party will have a period of ninety forty-five (9045) days from receipt of such Direct Claim within which to respond to such Direct Claim. If the indemnifying party does not respond within such ninety forty-five (9045) day period, the indemnifying party will be deemed to have accepted such Direct Claim. If the indemnifying party rejects such Direct Claim, the indemnified party will be free to seek enforcement of its rights to indemnification under this Agreement.
Appears in 4 contracts
Samples: Contribution and Transfer Agreement, Contribution and Transfer Agreement (EnLink Midstream Partners, LP), Contribution and Transfer Agreement (EnLink Midstream Partners, LP)
Direct Claim. Any claim by an indemnified party with respect to any Damages which that do not result from a claim for indemnity involving a third party (a “Direct Claim”) will be asserted by giving the indemnifying party reasonably prompt written notice thereof, stating the nature of such claim in reasonable detail and indicating the estimated amount, if practicable. The indemnifying party will have a period of ninety (90) 90 days from receipt of such Direct Claim within which to respond to such Direct Claim. If the indemnifying party does not respond within such ninety (90) -day period, the indemnifying party will be deemed to have accepted such Direct Claim. If the indemnifying party rejects such Direct Claim, the indemnified party will be free to seek enforcement of its rights to indemnification under this Agreement.
Appears in 3 contracts
Samples: Contribution and Simplification Agreement (Oasis Midstream Partners LP), Contribution and Simplification Agreement (Oasis Petroleum Inc.), Contribution Agreement (Oasis Petroleum Inc.)
Direct Claim. Any claim by an indemnified party with respect to any Damages which do not result from a claim for indemnity involving a third party Third Party Indemnity Claim (a “Direct Claim”) will be asserted by giving the indemnifying party reasonably prompt written notice thereof, stating the nature of such claim in reasonable detail and indicating the estimated amount, if practicable. The indemnifying party will have a period of ninety (90) days from receipt of such Direct Claim within which to respond to such Direct Claim. If the indemnifying party does not respond within such ninety (90) day period, the indemnifying party will be deemed to have accepted such Direct Claim. If the indemnifying party rejects such Direct Claim, the indemnified party will be free to seek enforcement of its rights to indemnification under this Agreement.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Tallgrass Energy Partners, LP), Contribution and Sale Agreement, Contribution and Sale Agreement (Tallgrass Energy Partners, LP)