Common use of Notice of Fixed Loss Clause in Contracts

Notice of Fixed Loss. When a Loss as to which a notice has been timely given in accordance with Section 8.6(a) is paid or is otherwise fixed or determined, then the Indemnified Party will give the Indemnifying Party notice of such Loss, in reasonable detail and specifying the amount of such Loss (which notice will be in addition to the notice required under Section 8.6(a), but the notices under this Section 8.6(d) and under Section 8.6(a) may be given simultaneously and in a single instrument when appropriate and in compliance with both provisions). If the Indemnifying Party is permitted to dispute such claim, it will, within thirty (30) days after receipt of notice of the claim of Loss against it pursuant to this Section 8.6(d), give counternotice, setting forth the basis for disputing such claim, to the Indemnified Party. If no such counternotice is given within such thirty (30) day period or if the Indemnifying Party acknowledges its obligation to indemnify, then such Loss will be satisfied within three Business Days as provided in Section 8.6(e). If the Indemnifying Party timely gives counternotice of a dispute, the Indemnified Party and the Indemnifying Party shall endeavor to resolve such dispute in accordance with Section 6.4.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Forestar Group Inc.), Purchase and Sale Agreement (Forestar Group Inc.)

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Notice of Fixed Loss. When a Loss as to which a notice has been timely given in accordance with Section 8.6(a10.5(a) is paid or is otherwise fixed or determined, then the Indemnified Party will give the Indemnifying Party notice of such Loss, in reasonable detail and specifying the amount of such Loss and the provision of this Agreement upon which the claim for indemnification for such Loss is based (which notice will be in addition to the notice required under Section 8.6(a10.5(a), but the notices under this Section 8.6(d10.5(d) and under Section 8.6(a10.5(a) may be given simultaneously and in a single instrument when appropriate and in compliance with both provisions). If the Indemnifying Party is permitted to dispute such claim, it will, within thirty (30) 30 days after receipt of notice of the claim of Loss against it pursuant to this Section 8.6(d10.5(d), give counternotice, setting forth the basis for disputing such claim, to the Indemnified Party. If no such counternotice is given within such thirty (30) thirty-day period or if the Indemnifying Party acknowledges its obligation to indemnifyliability for indemnification, then such Loss will be satisfied within three (3) Business Days as provided in Section 8.6(e10.5(e). If the Indemnifying Party timely gives counternotice of a dispute, the Indemnified Party and the Indemnifying Party shall endeavor to resolve such dispute in accordance with Section 6.47.4.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Potlatch Corp), Purchase and Sale Agreement (Forestar Group Inc.)

Notice of Fixed Loss. When a Loss as to which a notice has been timely given in accordance with Section 8.6(a10.5(a) is paid or is otherwise fixed or determined, then the Indemnified Party will give the Indemnifying Party notice of such Loss, in reasonable detail and specifying the amount of such Loss (which notice will be in addition to the notice required under Section 8.6(a10.5(a), but the notices under this Section 8.6(d10.5(d) and under Section 8.6(a10.5(a) may be given simultaneously and in a single instrument when appropriate and in compliance with both provisions). If the Indemnifying Party is permitted to dispute such claim, it will, within thirty (30) 30 days after receipt of notice of the claim of Loss against it pursuant to this Section 8.6(d10.5(d), give counternotice, setting forth the basis for disputing such claim, to the Indemnified Party. If no such counternotice is given within such thirty (30) thirty-day period or if the Indemnifying Party acknowledges its obligation to indemnifyliability for indemnification, then such Loss will be satisfied within three Business Days as provided in Section 8.6(e10.5(e). If the Indemnifying Party timely gives counternotice of a dispute, the Indemnified Party and the Indemnifying Party shall endeavor to resolve such dispute in accordance with Section 6.47.5.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Forestar Group Inc.)

Notice of Fixed Loss. When a Loss as to which a notice has been timely given in accordance with Section 8.6(a13.5(a) is paid or is otherwise fixed or determined, then the Indemnified Party will give the Indemnifying Party notice of such Loss, in reasonable detail and specifying the amount of such Loss and the provision of this Agreement upon which the claim for indemnification for such Loss is based (which notice will be in addition to the notice required under Section 8.6(a13.5(a), but the notices under this Section 8.6(d13.5(d) and under Section 8.6(a13.5(a) may be given simultaneously and in a single instrument when appropriate and in compliance with both provisions). If the Indemnifying Party is permitted to dispute such claim, it will, within thirty (30) 30 days after receipt of notice of the claim of Loss against it pursuant to this Section 8.6(d13.5(d), give counternotice, setting forth the basis for disputing such claim, to the Indemnified Party. If no such counternotice is given within such thirty (30) thirty-day period or if the Indemnifying Party acknowledges its obligation to indemnifyliability for indemnification, then such Loss will be satisfied within three Business Days business days as provided in Section 8.6(e13.5(e). If the Indemnifying Party timely gives counternotice of a dispute, the Indemnified Party and the Indemnifying Party shall endeavor to resolve such dispute in accordance with Section 6.49.5.

Appears in 1 contract

Samples: Purchase Agreement (Temple Inland Inc)

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Notice of Fixed Loss. When a Loss as to which a notice has been timely given in accordance with Section 8.6(a10.5(a) is paid or is otherwise fixed or determined, then the Indemnified Party will give the Indemnifying Party notice of such Loss, in reasonable detail and specifying the amount of such Loss and the provision of this Agreement upon which the claim for indemnification for such Loss is based (which notice will be in addition to the notice required under Section 8.6(a10.5(a), but the notices under this Section 8.6(d10.5(d) and under Section 8.6(a10.5(a) may be given simultaneously and in a single instrument when appropriate and in compliance with both provisions). If the Indemnifying Party is permitted to dispute such claim, it will, within thirty (30) days [****] after receipt of notice of the claim of Loss against it pursuant to this Section 8.6(d10.5(d), give counternoticecounter notice, setting forth the basis for disputing such claim, to the Indemnified Party. If no such counternotice counter notice is given within such thirty (30) day [****] period or if the Indemnifying Party acknowledges its obligation to indemnifyliability for indemnification, then such Loss will be satisfied within three Business Days [****] as provided in Section 8.6(e10.5(e). If the Indemnifying Party timely gives counternotice counter notice of a dispute, the Indemnified Party and the Indemnifying Party shall endeavor to resolve such dispute in accordance with Section 6.47.4.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Rayonier, L.P.)

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