Common use of Known Claims Escrow Clause in Contracts

Known Claims Escrow. (i) During the period of ten (10) Business Days prior to the Closing Date, the Parent Parties shall notify the Representative in writing, along with reasonable supporting documentation, if they believe any representations or warranties contained in Article 3 have been breached (and not cured) in a manner that would give rise to a claim by the Parent Indemnitees after the Closing pursuant to Section 10.2(a), after giving effect to the limitations set forth Section 10.4 (other than Section 10.4(d)) (each, a “Known Claim” and collectively, the “Known Claims”). Parent OP and the Representative shall attempt in good faith to agree upon the value of each Known Claim within five (5) Business Days of the Representative’s receipt of notice of the Known Claims.