Common use of Response to Direct Claims Clause in Contracts

Response to Direct Claims. Any Seller(s), the Trust or Buyer as the indemnifying party under this Section 8 (the “Indemnitor”) shall have thirty (30) days after receipt of the Claims Notice for a Direct Claim to reject or accept the claim as an indemnifiable claim under Section 8. If, within thirty (30) days after receipt by the Indemnitor of such a Claims Notice, the Indemnitor delivers notice to the Indemnitee containing a written objection to the claim (or a portion thereof) by the Indemnitee, stating the nature of and grounds for such objection in reasonable detail, then such claim (or portion thereof) shall be deemed to be a “Disputed Claim” and such claim shall be resolved in accordance with this Section 8(j). If, within thirty (30) days after actual receipt by an Indemnitor of a Claims Notice for a Direct Claim, Indemnitor delivers notice to the Indemnitee containing a written acceptance of the claim, (or a portion thereof) then such claim (or portion thereof) shall be deemed an indemnifiable claim under this Section 8 (the “Indemnifiable Claim”), and unless such notice includes a reservation of rights, Indemnitor will be conclusively deemed to have consented to recovery by the Indemnitee of the full amount of Buyer Losses or Seller Losses, as applicable, subject to the limitations set forth in the Section 8, as applicable.

Response to Direct Claims. Any Seller(s), the Trust or Buyer as the indemnifying party under this Section 8 (the “Indemnitor”) Seller shall have thirty (30) days after receipt of the Claims Buyer’s Claim Notice for a Direct Claim to reject or accept the claim as an indemnifiable claim for Buyer Losses under Section 812. If, within thirty (30) days after receipt by the Indemnitor Seller of such a Claims Buyer’s Claim Notice, the Indemnitor Seller delivers notice to the Buyer Indemnitee containing a written objection to the claim (or a portion thereof) by the Buyer Indemnitee, stating the nature of and grounds for such objection in reasonable detail, then such claim (or portion thereof) shall be deemed to be a “Disputed Claim” and such claim shall be resolved in accordance with this Section 8(j)12. If, within thirty (30) days after actual receipt by an Indemnitor Seller’s of a Claims the Buyer’s Claim Notice for a Direct Claim, Indemnitor Seller delivers notice to the Buyer Indemnitee containing a written acceptance of the claim, (or a portion thereof) then such claim (or portion thereof) shall be deemed an indemnifiable claim under this Section 8 12 (the “Indemnifiable Claim”), and unless such notice includes a reservation of rights, Indemnitor Seller will be conclusively deemed to have consented to recovery by the Buyer Indemnitee of the full amount of Buyer Losses or Seller Losses, as applicable, subject to offset for the limitations set forth Basket in connection with the Section 8claim, as if applicable.

Response to Direct Claims. Any Seller(s), the Trust or Buyer as the indemnifying party under this Section 8 (the “Indemnitor”) The Seller shall have thirty (30) calendar days after receipt of the Claims Buyer’s Claim Notice for a Direct Claim to reject or accept the claim as an indemnifiable claim for Buyer Losses under this Section 811. If, within thirty (30) calendar days after receipt by the Indemnitor Seller of such a Claims Buyer’s Claim Notice, the Indemnitor Seller delivers notice to the Buyer Indemnitee containing a written objection to the claim (or a portion thereof) by the Buyer Indemnitee, stating the nature of and grounds for such objection in reasonable detail, then such claim (or portion thereof) shall be deemed to be a “Disputed Claim” and such claim shall be resolved in accordance with this Section 8(j)11.2(c) hereof. If, within thirty (30) calendar days after actual receipt by an Indemnitor the Seller’s of a Claims the Buyer’s Claim Notice for a Direct Claim, Indemnitor the Seller delivers notice to the Buyer Indemnitee containing a written acceptance of the claim, (or a portion thereof) then such claim (or portion thereof) shall be deemed an indemnifiable claim under this Section 8 11 (the “Indemnifiable Claim”), and unless such notice includes a reservation of rights, Indemnitor the Seller will be conclusively deemed to have consented to recovery by the Buyer Indemnitee of the full amount of Buyer Losses or Seller Losses, as applicable, subject to in connection with the limitations set forth in the Section 8, as applicableclaim.