Common use of Uncontested Claims Clause in Contracts

Uncontested Claims. In the event that the Indemnification ------------------ Representative does not contest a Notice of Claim (an "Uncontested Claim") in ----------------- writing within thirty (30) calendar days after receipt by the Escrow Agent of such Notice of Claim, as provided below in Section 2.3(b), Parent may deliver to the Escrow Agent, with a copy to the Indemnification Representative, a written demand by Parent (a "Parent Demand") stating that a Notice of Claim has been ------------- given as required in this Escrow Agreement and that no notice of contest has been received by the Escrow Agent from the Indemnification Representative during the period specified in this Escrow Agreement, and further setting forth the proposed Escrow Adjustments to be made in accordance with this Section 2.3(a). Within thirty (30) calendar days after receipt by the Escrow Agent of the Parent Demand, the Indemnification Representative may object by a written notice delivered to Parent and the Escrow Agent to the computations or other administrative matters relating to the proposed Escrow Adjustments (but may not object to the validity or amount of the Claim previously disclosed in the Notice of Claim and not previously timely objected to under paragraph (b)), whereupon the Escrow Agent shall not make any of the Escrow Adjustments until either: (i) Parent and the Indemnification Representative shall have given the Escrow Agent written notice setting forth agreed Escrow Adjustments, or (ii) the matter is resolved as provided in Sections 2.3(b) and 2.3(c). Upon satisfaction of the foregoing, the Escrow Agent, as directed in writing by Parent, and Parent shall promptly take all steps to release the final Escrow Adjustments.

Uncontested Claims. In the event that the Indemnification ------------------ Representative Holder does not contest a Notice of Claim (an "Uncontested Claim") in ----------------- writing within thirty (30) calendar days after receipt by the Escrow Agent of such Notice of Claimdays, as provided below in Section 2.3(b), Parent Merilus USA may deliver to the Escrow Agent, with a copy to the Indemnification RepresentativeHolder, a written demand by Parent Merilus USA (a "Parent Merilus USA Demand") stating that a Notice of Claim has been ------------- given as required in this Escrow Agreement and that no notice of contest has been received by the Escrow Agent from the Indemnification Representative Holder during the period specified in this Escrow Agreement, Agreement and further setting forth the proposed Escrow Adjustments to be made in accordance with this Section 2.3(a). Within thirty (30) calendar days after receipt by the Escrow Agent of the Parent Merilus USA Demand, the Indemnification Representative Holder may object by in a written notice delivered to Parent Merilus USA and the Escrow Agent to the computations or other administrative matters relating to the proposed Escrow Adjustments (but may not object to the validity or amount of the Claim previously disclosed in the Notice of Claim and not previously timely objected to under paragraph (b)Claim), whereupon neither the Escrow Agent shall not nor Merilus USA will make any of the Escrow Adjustments until either: : (i) Parent Merilus USA and the Indemnification Representative shall Holder will have given the Escrow Agent joint written notice setting forth the agreed Escrow Adjustments, or or (ii) the matter is resolved as provided in Sections 2.3(b) and 2.3(c). Upon satisfaction of the foregoing, the Escrow Agent, as directed in writing by ParentMerilus USA, and Parent shall Merilus USA will promptly take all steps to release implement the final Escrow Adjustments.

Uncontested Claims. In the event that the Indemnification ------------------ Representative Holder does not contest a Notice of Claim (an "Uncontested ClaimUNCONTESTED CLAIM") in ----------------- writing within thirty (30) calendar days after receipt by the Escrow Agent of such Notice of Claimdays, as provided below in Section 2.3(b), Parent Buyer may deliver to the Escrow Agent, with a copy to the Indemnification RepresentativeHolder, a written demand by Parent Buyer (a "Parent DemandBUYER DEMAND") stating that a Notice of Claim has been ------------- given as required in this Escrow Agreement and that no notice of contest has been received by the Escrow Agent from the Indemnification Representative Holder during the period specified in this Escrow Agreement, Agreement and further setting forth the proposed Escrow Adjustments to be made in accordance with this Section 2.3(a). Within thirty (30) calendar days after receipt by the Escrow Agent of the Parent Buyer Demand, the Indemnification Representative Holder may object by in a written notice delivered to Parent Buyer and the Escrow Agent to the computations or other administrative matters relating to the proposed Escrow Adjustments (but may not object to the validity or amount of the Claim previously disclosed in the Notice of Claim and not previously timely objected to under paragraph (b)Claim), whereupon neither the Escrow Agent nor Buyer shall not make any of the Escrow Adjustments until either: : (i) Parent Buyer and the Indemnification Representative Holder shall have given the Escrow Agent joint written notice setting forth the agreed Escrow Adjustments, or (ii) the matter is resolved as provided in Sections 2.3(b) and 2.3(c). Upon satisfaction of the foregoing, the Escrow Agent, as directed in writing by ParentBuyer, and Parent Buyer shall promptly take all steps to release implement the final Escrow Adjustments.