Disagreement Notice. If the Indemnifying Party does not agree that the Claimant is entitled to full reimbursement for the amount specified in the Indemnification Notice or the Litigation Notice, as the case may be, the Indemnifying Party shall notify the Claimant (the “Disagreement Notice”) within 30 calendar days of its receipt of the Indemnification Notice or the Litigation Notice, as the case may be. Any dispute regarding the Indemnification provisions of this ARTICLE VI shall be resolved as provided for in Section 7.9 and Section 7.10.
Disagreement Notice. If the Indemnifying Party does not agree that the Claimant is entitled to full reimbursement for the amount specified in the Indemnification Notice or the Litigation Notice, as the case may be, the Indemnifying Party shall notify the Claimant (the “Disagreement Notice”) within twenty (20) Business Days of its receipt of the Indemnification Notice or the Litigation Notice, as the case may be.
Disagreement Notice. Upon the receipt of the Auditing Report, Buyer shall have thirty (30) days to review it and present, by means of a written notice to Sellers, its disagreements, if any, with respect to the Auditing Report, specifying in reasonable detail each disputed item and the basis therefore (the “Disagreement Notice”). In the event no Disagreement Notice is sent by Buyer within the term set forth in this Section 4.3.1, the Auditing Report and the Final PPAA Amount shall be considered conclusive and binding upon the Parties.
Disagreement Notice. If the Indemnifying Party does not agree that the Claimant is entitled to full reimbursement for the amount specified in the Indemnification Notice or the Litigation Notice, as the case may be, the Indemnifying Party shall notify the Claimant, which notice shall set forth a brief description in reasonable detail of the Indemnifying Party’s objection to each item of loss (the “Disagreement Notice”) within twenty (20) calendar days of its receipt of the Indemnification Notice or the Litigation Notice, as the case may be. Failure to deliver a Disagreement Notice in a timely manner shall be considered an express acknowledgment by the Indemnifying Party of its obligation to indemnify and hold harmless the Claimant with respect to the Indemnity Loss set forth in the Indemnification Notice or the Litigation Notice, as the case maybe. Following delivery of a Disagreement Notice by an Indemnifying Party, Seller and Purchaser resolve any resulting dispute in accordance with Section 10.13(b).
Disagreement Notice. If Buyer does not file a Disagreement Notice as provided in this Section 6.13(d) with BP, the statement reflecting the Closing Inventory Amount and cash on hand amount shall become final and binding.
(i) If Buyer disagrees with the said statement, it may, within ten (10) Business Days of receipt, deliver a notice to BP (the "Disagreement Notice"), setting forth its calculation of the Closing Inventory Amount and cash on hand and specifying, in reasonable detail, those items or amounts in the statement as to which Buyer disagrees and the reasons for such disagreement. Buyer shall be deemed to have agreed with all items and amounts contained in statement other than those specified in any such Disagreement Notice.
(ii) If a Disagreement Notice is delivered pursuant to this Section 6.13(d), the parties shall, during the ten (10) Business Days following such delivery, use their best efforts to reach agreement on the disputed items or amounts in order to determine the Closing Inventory Amount, which shall not be more favorable to Sellers than reflected in the statement nor more favorable to Buyer than shown in the calculations delivered by Buyer in the Disagreement Notice. If the parties cannot agree within thirty (30) Business Days, this Agreement and the disputed items and amounts will be submitted to the New York office of independent nationally recognized accountants without material financial relationship to either Buyer or any Seller for determination of the Adjusted Closing Inventory Amount and amount of cash on hand. In making such calculation, said accountants shall consider only those accounting items or calculation of the amounts in the statement as to which Buyer has disagreed. The accountants shall not be called upon to render any determination on disputes which involve taking evidence from non-accounting experts or on matters on which an accounting firm would normally seek an opinion of legal counsel as part of its audit procedures. Unless the parties agree otherwise, the accountants shall not be called upon to determine questions of law. The accountants shall not create or establish any reserves for any reason and shall be limited to physically counting Inventory and cash, and reviewing the valuation of the Inventory in accordance with Section 6.13(c) and the calculations related thereto. The accountants shall deliver to BP and Buyer, as promptly as practicable, a written report setting forth their determination of the Adjusted Closing Inventory A...
Disagreement Notice. If the Indemnifying Party does not agree that the Claimant is entitled to full recovery of the amount specified in the Indemnification Notice or the Litigation Notice, as the case may be, the Indemnifying Party shall notify the Claimant (the “Disagreement Notice”) within 30 calendar days of its receipt of the Indemnification Notice or the Litigation Notice, as the case may be. Claims which are subject to a Disagreement Notice shall be dealt with through the appointment of an Expert in accordance with the provisions of Section 8.1(c)(ii).
Disagreement Notice. Newmont must send to the Executive on or before 30 days before the Payment Date a notice (or in the case of the first payment after the execution of this Agreement, within 50 days after such execution) ("Disagreement Notice") setting forth specific disagreement with any such amount of the Executive Premium, Spousal Premium or estimated Tax Gross-Up Amount and the specific reasons for the disagreement; otherwise, Newmont must pay the full amount of the Tax Equalization Payment shown on the Payment Notice by the Payment Date or be in default under this Agreement.
Disagreement Notice. If the Indemnifying Party does not agree that the Claimant is entitled to full reimbursement for the amount specified in the Indemnification Notice or the Claim Notice, as the case may be, the Indemnifying Party shall notify the Claimant (the “Disagreement Notice”) within ten (10) calendar days of its receipt of the Indemnification Notice or the Claim Notice, as the case may be. Section 3.07 Payment of Indemnifiable Losses. To the extent not previously paid in connection with Loan Level Indemnification Amounts or Significant Unreimbursed Securitization Expenses, the Indemnifying Party shall pay to the Claimant in cash the amount to which the Claimant may become entitled by reason of the provisions of this Article III within ten (10) Business Days after such amount is finally determined either by mutual agreement of the parties, in the case of Indemnifiable Losses described in any Claim Notice, the date on which both such amount and Claimant’s obligation to pay such amount have been finally determined by judgment of the trial court or administrative body having jurisdiction over such Proceeding.
Disagreement Notice. Subject to the applicable requirements of Section 5.11(d), if a Member believes that a Disagreement exists, it shall notify the other Member thereof, which notice (a “Disagreement Notice”) shall identify the Disagreement and set forth briefly the notifying Member’s position with respect to the Disagreement. As promptly as practicable, and in any event within one (1) week of the giving of the Disagreement Notice, the Members shall meet in an attempt to resolve the Disagreement. If the Disagreement cannot be resolved at that meeting, a Facilitator shall be appointed at that meeting.
Disagreement Notice. If the Indemnifying Party does not agree that the Claimant is entitled to full reimbursement for the amount specified in the Indemnification Notice or the Litigation Notice, as the case may be, the Indemnifying Party shall notify the Claimant (the "Disagreement Notice") within twenty (20) calendar days of its receipt of the Indemnification Notice or the Litigation Notice, as the case may be. Failure to deliver a Disagreement Notice in a timely manner shall be considered an express acknowledgment by the Indemnifying Party of its obligation to indemnify and hold harmless the Claimant with respect to the Indemnity Loss set forth in the Indemnification Notice or the Litigation Notice, as the case may be. Any dispute regarding Indemnity shall be resolved as provided for in Section 11.12.
