Indemnity Response. Within 20 days after delivery of a Claim Notice, the Indemnifying Party shall deliver to the Indemnified Party a written response (the "Response") in which the Indemnifying Party shall: (x) agree that the Indemnified Party is entitled to receive promptly all of the Claimed Amount, by check or by wire transfer), (y) agree that the Indemnified Party is entitled to receive part, but not all, of the Claimed Amount (the "Agreed Amount") (in which case the Response shall be accompanied by a payment by the Indemnifying Party to the Indemnified Party of the Agreed Amount, by check or by wire transfer), or (z) dispute that the Indemnified Party is entitled to receive any of the Claimed Amount. If the Indemnifying Party in the Response disputes its liability for all or part of the Claimed Amount, the Response (if one has been provided) shall set forth in detail the basis for the objection.
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Samples: Merger Agreement (Ivoice, Inc /De), Merger Agreement (Thomas Pharmaceuticals, Ltd.)
Indemnity Response. Within 20 days after delivery of a Claim ------------------ Notice, the Indemnifying Party shall deliver to the Indemnified Party a written response (the "Response") in which the Indemnifying Party shall: (x) agree that -------- the Indemnified Party is entitled to receive promptly all of the Claimed Amount (in which case the Response shall be accompanied by a payment by the Indemnifying Party to the Indemnified Party of the Claimed Amount, by check or by wire transfer), (y) agree that the Indemnified Party is entitled to receive part, but not all, of the Claimed Amount (the "Agreed Amount") (in which case the Response shall be ------------- accompanied by a payment by the Indemnifying Party to the Indemnified Party of the Agreed Amount, by check or by wire transfer), together with a statement as to the disputed or unpaid part or (z) dispute that the Indemnified Party is entitled to receive any of the Claimed Amount. If the Indemnifying Party in the Response disputes its liability for all or part of the Claimed Amount, the Response (if one has been provided) shall set forth in detail the basis for the objection.
Appears in 1 contract
Samples: Merger Agreement (Interliant Inc)
Indemnity Response. Within 20 days after delivery of a Claim ------------------ Notice, the Indemnifying Party shall deliver to the Indemnified Party a written response (the "Response") in which the Indemnifying Party shall: (x) agree that -------- the Indemnified Party is entitled to receive promptly all of the Claimed Amount (in which case the Response shall beaccompanied by a payment by the Indemnifying Party to the Indemnified Party of the Claimed Amount, by check or by wire transfer), (y) agree that the Indemnified Party is entitled to receive part, but not all, of the Claimed Amount (the "Agreed Amount") (in which case the Response shall be ------------- accompanied by a payment by the Indemnifying Party to the Indemnified Party of the Agreed Amount, by check or by wire transfer), together with a statement as to the disputed or unpaid part or (z) dispute that the Indemnified Party is entitled to receive any of the Claimed Amount. If the Indemnifying Party in the Response disputes its liability for all or part of the Claimed Amount, the Response (if one has been provided) shall set forth in detail the basis for the objection.
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