Procedure for AEGIS's Objections Sample Clauses

Procedure for AEGIS's Objections. At any time during the Review Period AEGIS may notify SGC in writing of any objections AEGIS may have with respect to the Property or to any matters reflected in or concerning any of the documents or items delivered by SGC to AEGIS, or to the results of the inspections, tests and studies of the Property made by AEGIS, or to any Service Contracts, Leases or Licenses, or to any other matters under this Agreement. If AEGIS shall so notify Southgate of any objections under Sections 4.5 or 5.5 hereof, and if (i) SGC is unable or unwilling to cure or remove the objections identified in AEGIS' notice on or before the Closing Date, or shall otherwise fail to respond, to any objection of AEGIS on or before the Closing Date, as same may be adjourned for a maximum of ten (10) days pursuant to Section 11.1 (unless AEGIS, in its sole discretion, waives such objection in writing), or (ii) AEGIS, in AEGIS's sole discretion, is not satisfied with the results of any cure efforts by such party, or (iii) SGC is unable to satisfy AEGIS's objections for any reason whatsoever, then in any such event described in clauses (i), (ii) and (iii) above AEGIS may terminate this Agreement on written notice to SGC and the Contributors, whereupon the Xxxxxxx Money shall be returned to AEGIS and thereafter neither party shall have any further obligation or liability to the other under this Agreement, except for the cost of repairs, if any, and the indemnity set forth in Section 5.1 and the return of the materials in accordance with Section 5.2(v) hereof.
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Related to Procedure for AEGIS's Objections

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  • Procedure for Notification To obtain indemnification under this Agreement in respect of an Indemnifiable Claim or Indemnifiable Loss, Indemnitee shall submit to the Company a written request therefor, including a brief description (based upon information then available to Indemnitee) of such Indemnifiable Claim or Indemnifiable Loss. If, at the time of the receipt of such request, the Company has directors’ and officers’ liability insurance in effect under which coverage for such Indemnifiable Claim or Indemnifiable Loss is potentially available, the Company shall give prompt written notice of such Indemnifiable Claim or Indemnifiable Loss to the applicable insurers in accordance with the procedures set forth in the applicable policies. The Company shall provide to Indemnitee a copy of such notice delivered to the applicable insurers, and copies of all subsequent correspondence between the Company and such insurers regarding the Indemnifiable Claim or Indemnifiable Loss, in each case substantially concurrently with the delivery or receipt thereof by the Company. The failure by Indemnitee to timely notify the Company of any Indemnifiable Claim or Indemnifiable Loss shall not relieve the Company from any liability hereunder unless, and only to the extent that, the Company did not otherwise learn of such Indemnifiable Claim or Indemnifiable Loss and such failure results in forfeiture by the Company of substantial defenses, rights or insurance coverage.

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