Other Claims. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 is sought.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Titan International Inc), Asset Purchase Agreement (Smucker J M Co), Asset Purchase Agreement (Titan International Inc)
Other Claims. A claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 is sought. If the Indemnifying Person agrees with such claim, then the Indemnifying Person shall promptly pay such claim, otherwise the claim shall be resolved in accordance with the dispute resolution provisions of Article 12.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Market Leader, Inc.), Asset Purchase Agreement (Tree.com, Inc.)
Other Claims. A claim for indemnification for any matter not involving a third-party claim may Proceeding must be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party Party or Parties from whom indemnification under this Section 7 is sought, identifying the matter for which identification is sought, the estimated amounts of the claim if then calculable and the basic facts underlying the claim to the extent then known.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Harrow Health, Inc.), Stock Purchase Agreement (Noble International, Ltd.)
Other Claims. A claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, Claim Notice to the party Party from whom indemnification under this Section 7 is sought.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (GTX Inc /De/)
Other Claims. A claim for indemnification for any matter not ------------ involving a third-party claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 is sought.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Comps Com Inc), Stock Purchase Agreement (Comps Com Inc)
Other Claims. A claim for indemnification for any matter not involving a third-claim asserted by any third party claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 Article VII is sought.
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Other Claims. A claim for indemnification for any matter not involving a thirdThird-party claim Party Claim may be asserted by written notice of prior to the claimapplicable Cut-Off Date, setting forth in reasonable detail the factual facts and contractual bases for the claimcircumstances pertaining thereto, to the party from whom indemnification under this Section 7 is sought.
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Other Claims. A claim for indemnification for any matter not involving a thirdThird-party claim may Party Claim must be asserted promptly by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party Party or Parties from whom indemnification under this Section 7 is sought, identifying the matter for which identification is sought, the estimated amounts of the claim if then calculable and the basic facts underlying the claim to the extent then known.
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Other Claims. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party Party from whom indemnification under this Section 7 is soughtsought setting forth the amount of the claim (if known by the other Party) and a detailed description of the facts underlying the claim.
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Other Claims. A claim for indemnification for any matter not involving a thirdThird-party claim may Party Proceeding must be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party Party or Parties from whom indemnification under this Section 7 is sought, identifying the matter for which identification is sought, the estimated amounts of the claim if then calculable and the basic facts underlying the claim to the extent then known.
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Other Claims. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party Party from whom indemnification under this Section 7 is sought.
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Other Claims. A claim for which a party is entitled to indemnification hereunder for any matter not involving a thirdThird-party claim Party Claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 is sought.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Bob Evans Farms Inc)
Other Claims. A claim for indemnification for any matter not involving a thirdThird-party claim may Party Claim shall be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 is soughtsought and shall be shall be made as promptly as practicable after the time the Indemnified Person becomes aware of the facts forming the basis of such claim.
Appears in 1 contract
Samples: Business Purchase Agreement (Rockwood Holdings, Inc.)
Other Claims. A claim for indemnification for any matter not ------------ involving a third-party claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 is sought. Such notice shall state the amount of Damages, if known, the method of computation thereof, and contain a reference to the provisions of this Agreement in respect to which such right of indemnification is claimed or arises.
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Other Claims. A claim for indemnification for any matter not other than in connection with a Proceeding involving a third-third party claim may be asserted by written notice of the claim, setting forth in reasonable detail the factual and contractual bases for the claim, to the party from whom indemnification under this Section 7 is soughtsought setting forth in reasonable detail, to the extent then known, the nature and amount of such claim.
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Other Claims. A claim for indemnification for any matter not involving a third-party claim may Proceeding must be asserted by written notice to the Parties from whom indemnification is sought, specifically identifying the matter for which identification is sought, the estimated amounts of the claim, setting forth in reasonable detail and the factual and contractual bases for basic facts underlying the claim, to the party from whom indemnification under this Section 7 is sought.
Appears in 1 contract
Samples: Asset Purchase Agreement (Paragon Technologies Inc)