Resolution of Disputed Claims. Disputed claims between CPC and Licensee, for which prompt written notice has been given followed by adequate supporting data within a reasonable time, shall be settled by an informal conference to meet and confer for settlement of the issues in dispute. The Licensee agrees that CPC shall have ultimate authority to determine final resolution.
Resolution of Disputed Claims. The Liquidation Manager shall be authorized to settle, compromise, litigate or otherwise resolve Disputed Claims pursuant to the terms of the Amended Plan.
Resolution of Disputed Claims. The Plan will provide customary procedures for the resolution of disputed Claims, including the ability (but not requirement) to establish a claims bar date pursuant to an order of the Bankruptcy Court. Once resolved, the claimants will receive distributions, if any, in accordance with the provisions of the Plan and the classification of their Allowed Claim. ANNEX A Certain Defined Terms
Resolution of Disputed Claims. 1. A Class Member or Defense Counsel may challenge the Settlement Administrator’s decision as to any Claim in writing within five business days of receipt of written notice of the Settlement Administrator’s decision.
Resolution of Disputed Claims. If an Objection Notice is given by Sellers in accordance with Section 2.2(b) hereof, then the Claim Amount less any amount admitted in the Objection Notice by Sellers as valid (the “Disputed Amount”) that is disbursed to the Designated Party, shall be treated as disputed (a “Disputed Claim”). Buyer and Sellers agree to use their commercially reasonable efforts to resolve in good faith any Disputed Claims as promptly as practical. The Disputed Amount shall be held by the Escrow Agent as an undivided portion of the Indemnification Escrow Fund, and Escrow Agent shall hold such portion until the Parties deliver to the Escrow Agent either: (i) Joint Written Instructions; at which time the Escrow Agent shall either (y) promptly, and in any event within two (2) Business Days thereafter, disburse the amount specified in the Joint Written Instructions from the Indemnification Escrow Fund pursuant to the Joint Written Instructions or (z) retain such amount as no longer subject to a Disputed Claim in the Indemnification Escrow Account; or (ii) a judgment, order or decree of an arbitrator, court or other judicial body that decided the disbursement of the Disputed Amount, together with a certificate of the presenting Party to the effect that such judgment is final, non-appealable and from a court of competent jurisdiction or arbitrator having proper authority, upon which certificate the Escrow Agent shall be entitled to conclusively rely without further investigation (a “Final Order”). For purposes of the foregoing definition, “final, non-appealable” means that such order, judgment or decree has not been reversed, stayed, modified or amended and, as to which (1) the time to appeal, petition for certiorari, or move for reconsideration, reargument or rehearing has expired and no timely appeal, petition for certiorari, or motion for reconsideration, reargument or rehearing is pending, (2) any right to appeal, petition for certiorari, or move for reconsideration, reargument or rehearing has been waived in writing, or
Resolution of Disputed Claims. If the Shareholder Representative ----------------------------- does object to the Notice of Claim within the time allowed in Section 6.6, the Shareholder Representative and Snowball shall resolve the dispute regarding allowance and payment of the Claim, if not earlier settled between them, by means of binding arbitration in San Francisco, California pursuant to the rules and regulations of the American Arbitration Association then in effect. The arbitration may be demanded at any time after the expiration of the thirty-day period referred to in Section 6.6 by either Snowball or the Shareholder Representative and shall be conducted before a panel of three (3) arbitrators having experience in commercial disputes involving technology companies, one (1) of which shall be appointed by Snowball, one (1) of which shall be appointed by the Shareholder Representative and the third of which shall be appointed by the other two arbitrators. The parties shall work cooperatively with the arbitrators to resolve the dispute in an expeditious manner. The arbitrators shall (i) establish procedures so that the hearing on the merits of the dispute shall be concluded within ninety (90) days of the demand of either party for arbitration, unless Snowball and the Shareholder Representative otherwise agree, (ii) permit and reasonably limit the scope of discovery to be conducted by the parties in preparing for the hearing on the merits, (iii) follow the substantive law chosen by the parties in Section 7.1 of this Agreement for the interpretation of this agreement and the resolution of disputes arising under it and (iv) render their decision in writing, within sixty (60) days after completion of the hearing on the merits of the dispute. Costs of arbitration (but not attorneys fees or costs for the Shareholders or the Shareholder Representative) shall be paid initially by Snowball, but the arbitrators shall award to the prevailing party both the costs of arbitration and the attorneys fees and costs reasonably incurred by the prevailing party in the arbitration. Judgment upon any award rendered by the arbitrators may be entered in and enforced before any court having jurisdiction. Notwithstanding any other provision of this Agreement, if any timely filed Claim involves a Third-Party Claim in which litigation or arbitration is pending between Indemnified Parties and the third- party, resolution of the Claim may await resolution of such litigation and Snowball may withhold payment on t...
Resolution of Disputed Claims. As of the Termination Effective Date, the Parties have certain outstanding claims that are disputed between them (the “Disputed Claims”), including
Resolution of Disputed Claims. The Plan will provide procedures for the resolution of disputed Claims, including the ability (but not requirement) to establish a claims bar date pursuant to an order of the Bankruptcy Court. Once resolved, the claimants will receive distributions, if any, in accordance with the provisions of the Plan and the classification of their allowed Claim. Capitalized terms used but not defined herein have the meanings assigned to them in the RSA (as defined below). To the extent of any conflict between this Term Sheet and the RSA, this Term Sheet will govern and control. WEIL:\97031536\3\47019.0003
Resolution of Disputed Claims. On and after the Effective Date, the Reorganized Debtors shall have the sole authority to litigate, compromise, settle, otherwise resolve or withdraw any objections to all Claims against the Debtors and to compromise and settle any such Claims without notice to or approval by the Bankruptcy Court or any other party.
Resolution of Disputed Claims. In case Seller or the Members' Representative or Purchaser or Netopia shall object in writing to any claim or claims for Purchaser Damages or Seller Damages, Seller and the Members' Representative and Purchaser and Netopia shall attempt in good faith for twenty (20) days to agree upon the rights of the respective parties with respect to each of such claims. If the Seller and the Members' Representative and Purchaser and Netopia should so agree, a memorandum setting forth such agreement shall be prepared and signed by both parties. If no such agreement can be reached after good faith negotiation, either Purchaser or Netopia or Seller or the Members' Representative may, by written notice to the other, demand arbitration of the matter unless the amount of the damage or loss is at issue in pending litigation with a third party, in which event arbitration shall not be commenced until such amount is ascertained or both parties agree to arbitration; and in either such event the matter shall be settled by arbitration in accordance with Section 10.16 herein.
