Common use of Settlement of Contested Amount Clause in Contracts

Settlement of Contested Amount. If the Indemnifying Person delivers a timely Response Notice indicating that there is a Contested Amount, the Indemnifying Person and the Indemnified Person will attempt in good faith to resolve the dispute related to the Contested Amount. If the Indemnifying Person and the Indemnified Person resolve such dispute as to all or a portion of the Contested Amount (which mutually resolved amount will then become an “Agreed Amount”), then the Indemnifying Person and the Indemnified Person will execute a written settlement agreement, and then, subject to the limitations of this Article IX, (i) if a Purchaser Indemnitee is the Indemnified Person, Sellers will pay such Indemnified Person any amount of the Agreed Amount that remains unpaid as provided for in Section 9.2(b)(iii), or (ii) if a Seller Indemnitee is the Indemnified Person, Purchaser will pay to such Indemnified Person cash in an amount equal to the Agreed Amount as provided for in Section 9.3(c).

Settlement of Contested Amount. If the Indemnifying Person delivers a timely Response Notice indicating that there is a Contested Amount, the Indemnifying Person and the Indemnified Person will attempt in good faith to resolve the dispute related to the Contested Amount. If the Indemnifying Person and the Indemnified Person resolve such dispute as to all or a portion of the Contested Amount (which mutually resolved amount will then become an “Agreed Amount”), then the Indemnifying Person and the Indemnified Person will execute a written settlement agreement, and then, subject to the limitations of this Article IX, (i) if a Purchaser Parent Indemnitee is the Indemnified Person, Sellers will pay such Indemnified Person any amount of the Agreed Amount that remains unpaid as provided for in Section 9.2(b)(iii), or (ii) if a Seller Indemnitee is the Indemnified Person, Purchaser Parent will pay to such Indemnified Person cash in an amount equal to the Agreed Amount as provided for in Section 9.3(c).

Settlement of Contested Amount. If the Indemnifying Person delivers a timely Response Notice indicating that there is a Contested Amount, the Indemnifying Person and the Indemnified Person will attempt in good faith to resolve the dispute related to the Contested Amount. If the Indemnifying Person and the Indemnified Person resolve such dispute as to all or a portion of the Contested Amount (which mutually resolved amount will then become an “Agreed Amount”), then the Indemnifying Person and the Indemnified Person will execute a written settlement agreement, and then, subject to the limitations of this Article IXXI, (i) if a Purchaser Indemnitee is the Indemnified Person, the Holdback Amount or the Deferred Purchase Price, as the case may be, subject to Section 11.11, will be reduced by an amount equal to the Agreed Amount, and Sellers will pay such Indemnified Person any amount of the Agreed Amount that remains unpaid as provided for in Section 9.2(b)(iii)unpaid, or (ii) if a Seller Indemnitee is the Indemnified Person, Purchaser will pay to such Indemnified Person cash in an amount equal to the Agreed Amount as provided for in Section 9.3(c)Amount.

Settlement of Contested Amount. If the Indemnifying Person delivers a timely Response Notice indicating that there is a Contested Amount, the Indemnifying Person and the Indemnified Person will attempt in good faith to resolve the dispute related to the Contested Amount. If the Indemnifying Person and the Indemnified Person resolve such dispute as to all or a portion of the Contested Amount (which mutually resolved amount will then become an “”Agreed Amount”), then the Indemnifying Person and the Indemnified Person will execute a written settlement agreement, and then, subject to the limitations of this Article IX, (i) if a Purchaser Indemnitee is the Indemnified Person, Sellers will pay by wire transfer of immediately available funds (or will cause Escrow Shares to be sold in accordance with Section 9.5) to such Indemnified Person cash in an amount equal to any amount of the Agreed Amount that remains unpaid as provided for in Section 9.2(b)(iii), unpaid; or (ii) if a Seller Indemnitee is the Indemnified Person, Purchaser will pay by wire transfer of immediately available funds to such Indemnified Person cash in an amount equal to the Agreed Amount as provided for in Section 9.3(c)Amount.