Escrow Agent Notices Clause Samples
The "Escrow Agent Notices" clause defines the procedures and requirements for how official communications to or from the escrow agent must be delivered and acknowledged. Typically, this clause specifies acceptable methods of notice—such as email, courier, or registered mail—and may outline the addresses to be used and when a notice is considered effective. By establishing clear rules for notification, the clause ensures that all parties are properly informed of important actions or changes related to the escrow arrangement, thereby reducing the risk of misunderstandings or disputes.
Escrow Agent Notices. (i) The Purchaser and the Seller agree that if the Purchaser, or another Purchaser Indemnitee, submits a claim for indemnification pursuant to this Section 8.1 that the Seller does not dispute by delivering written notice to the Purchaser within 20 Business Days of the date it receives written notice of such claim, the Purchaser and the Seller shall promptly prepare and deliver a written notice to the Escrow Agent, in accordance with the terms and conditions of the Escrow Agreement, which states the identity of the appropriate Purchaser Indemnitee and the amount of Losses suffered by such Purchaser Indemnitee that are subject to indemnification pursuant to this Section 8.1.
(ii) The Purchaser and the Seller agree that if the Seller disputes any matter with respect to a claim for indemnification pursuant to this Section 8.1, whether or not such claim is based on a third party claim, then the Purchaser and the Seller shall, once there has been a Final Determination (as defined in the Escrow Agreement) of such claim, promptly prepare and deliver a written notice to the Escrow Agent, in accordance with the terms and conditions of the Escrow Agreement, which states the identity of the appropriate Purchaser Indemnitee and the amount of Losses, if any, suffered by such Purchaser Indemnitee that are subject to indemnification pursuant to this Section 8.1.