Disposition of Claims. Employee shall notify the Company immediately in writing of any claim by the Internal Revenue Service which, if successful, would require the Company to make a Gross-up Payment (or a Gross-up Payment in excess of that, if any, initially determined by the Company and Employee) within five days of the receipt of such claim. The Company shall notify Employee in writing at least five days prior to the due date of any response required with respect to such claim if it plans to contest the claim. If the Company decides to contest such claim, Employee shall cooperate fully with the Company in such action; provided, however, the Company shall bear and pay directly or indirectly all costs and expenses (including additional interest and penalties) incurred in connection with such action and shall indemnify and hold Employee harmless, on an after-tax basis, for any Excise Tax or income tax, including interest and penalties with respect thereto, imposed as a result of the Company’s action. If, as a result of the Company’s action with respect to a claim, Employee receives a refund of any amount paid by the Company with respect to such claim, Employee shall promptly pay such refund to the Company. If the Company fails to timely notify Employee whether it will contest such claim or the Company determines not to contest such claim, then the Company shall immediately pay to Employee the portion of such claim, if any, which it has not previously paid to Employee.
Disposition of Claims. 12.1 BCEI may at any time sell, transfer or otherwise dispose of all or any portion of its interest in and to the Claims and this Agreement provided that, at any time, BCEI has first obtained the consent in writing of Vendor, such consent not to be unreasonably withheld and further provided that, at any time during the currency of this Agreement, any purchaser, grantee or transferee of any such interest will have first delivered to Vendor its agreement related to this Agreement and to the Claims, containing:
(a) a covenant with Vendor by such transferee to perform all the obligations of BCEI to be performed under this Agreement in respect of the interest to be acquired by it from BCEI, and
(b) a provision subjecting any further sale, transfer or other disposition of such interest in the Claims and this Agreement or any portion thereof to the restrictions contained in this Subsection 12.1.
12.2 The provisions or Subsection 13.1 of this Agreement will not prevent either party from entering into an amalgamation or corporate reorganization which will have the effect in law of the amalgamated or surviving company possessing all the property, rights and interests and being subject to all the debts, liabilities and obligations of each amalgamating or predecessor company.
Disposition of Claims. Ex-Im Bank reserves the right to deny a Claim or any portion thereof if Ex-Im Bank determines that Lender has not (a) filed the Claim and all Claim Documents within the time periods set forth in Section 5.01; (b) complied with Sections 3.01, 4.01(a) and (c), 4.02(a), 4.06(c), (d), (e) and (f), and 4.08(c) and (d); or (c) materially complied with all other Lender Obligations.
Disposition of Claims. (a) Carrier shall pay, decline, or make a firm compromise settlement offer in writing to the claimant within 120 days after receipt of the claim by Carrier. Provided, however, that, if the claim cannot be processed and disposed of within 120 days after receipt thereof, Carrier shall at that time and at the expiration of each succeeding 60 day period while the claim remains pending, advise the claimant in writing of the status of the claim and the reason for the delay in making final disposition thereof.
Disposition of Claims. EXIM Bank reserves the right to deny a Claim or any portion thereof if EXIM Bank determines that Lender has not (a) filed the Claim and all Claim Documents within the time periods set forth in Section 5.01; (b) complied with Sections 3.01, 4.01(a), (c), 4.02(a), 4.06 (a), (c), (e), (f), 4.08(a), (b), (c), (f) or (g); or (c) materially complied with all other Lender Obligations.
Disposition of Claims. Candente may at any time sell, transfer or otherwise dispose of all or any portion of its interest in and to the Claims and this Agreement provided that, at any time, Candente has first obtained the consent in writing of the Lushcott Group, such consent not to be unreasonably withheld and further provided that, at any time during the currency of this Agreement, any purchaser, grantee or transferee of any such interest will have first delivered to the Lushcott Group its agreement related to this Agreement and to the Claims, containing:
Disposition of Claims. The Claims Processor shall provide counsel for the Parties with copies of all Claim Forms submitted by Class Members (or their designees), along with the disposition of each claim (denied, approved at $X, etc.) with all personally identifiable information redacted by the Claims Processor and a unique number identifier assigned to each Class Member who submits a claim. The decision of the Claims Processor is entitled to a rebuttable presumption of accuracy.
Disposition of Claims. 16.1 Dynamic may at any time sell, transfer or otherwise dispose of all or any portion of its interest in and to the Claims and this Agreement provided that, at any time, Dynamic has first obtained the consent in writing of Global, such consent not to be unreasonably withheld and further provided that, at any time during the currency of this Agreement, any purchaser, grantee or transferee of any such interest will have first delivered to Global its agreement related to this Agreement and to the Claims, containing:
(a) a covenant with Global by such transferee to perform all the obligations of Dynamic to be performed under this Agreement in respect of the interest to be acquired by it from Dynamic, and
(b) a provision subjecting any further sale, transfer or other disposition of such interest in the Claims and this Agreement or any portion thereof to the restrictions contained in this Subsection 16.
16.2 The provisions or Subsection 16.1 of this Agreement will not prevent Dynamic from entering into an amalgamation or corporate reorganization which will have the effect in law of the amalgamated or surviving company possessing all the property, rights and interests and being subject to all the debts, liabilities and obligations of each amalgamating or predecessor company.
Disposition of Claims. 14.1 Candente may at any time sell, transfer or otherwise dispose of all or any portion of its interest in and to the Claims and this Agreement provided that, at any time, Candente has first obtained the consent in writing of the Kriask Syndicate, such consent not to be unreasonably withheld and further provided that, at any time during the currency of this Agreement, any purchaser, grantee or transferee of any such interest will have first delivered to the Kriask Syndicate its agreement related to this Agreement and to the Claims, containing:
(a) a covenant with the Kriask Syndicate by such transferee to perform all the obligations of Candente to be performed under this Agreement in respect of the interest to be acquired by it from Candente, and
(b) a provision subjecting any further sale, transfer or other disposition of such interest in the Claims and this Agreement or any portion thereof to the restrictions contained in this Section 14.1.
14.2 The provisions or Section 14.1 of this Agreement will not prevent Candente from entering into an amalgamation or corporate reorganization which will have the effect in law of the amalgamated or surviving company possessing all the property, rights and interests and being subject to all the debts, liabilities and obligations of each amalgamating or predecessor company.
