Undisputed Claims. A party (the “Indemnified Party”) may assert a Claim that it is entitled to, or may become entitled to, indemnification under this Agreement (whether arising from a Third-Party Suit or a direct claim) by giving written notice as promptly as is practicable of its Claim to the party or parties that are, or may become, required to indemnify the Indemnified Party (the “Indemnifying Party”, whether one or more), providing reasonable details of the facts giving rise to the Claim and a statement of the Indemnified Party’s Loss in connection with the Claim, to the extent such Loss is then known to the Indemnified Party and, otherwise, an estimate of the amount of the Loss that it reasonably anticipates that it will incur or suffer. The failure to make timely delivery of such written notice by the Indemnified Party to the Indemnifying Party shall not relieve the Indemnifying Party from any liability under this Section 6.3 with respect to such matter except to the extent (and only to the extent) the Indemnified Party is actually and materially prejudiced by the failure to give such notice. If the Indemnifying Party does not object to the Claim during the twenty (20) day period following the date of delivery of the Indemnified Party’s notice of its Claim (the “Objection Period”), the Claim shall be considered undisputed and the Indemnified Party shall be entitled to recover the amount of its actual Loss. The fact that a Claim is not disputed by the Indemnifying Party shall not constitute an admission or create any inference that the asserted Claim is valid for any purpose other than the indemnity obligation of the Indemnifying Party as to such Claim pursuant to this Article 6.
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Undisputed Claims. A party (the “"Indemnified Party”") may assert ----------------- a Claim that it is entitled to, or may become entitled to, indemnification under this Agreement (whether arising from a Third-Party Suit or a direct claim) by giving written notice as promptly as is practicable of its Claim to the party or parties that are, or may become, required to indemnify the Indemnified Party (the “"Indemnifying Party”, ," whether one or more), providing reasonable details of the facts giving rise to the Claim and a statement of the Indemnified Party’s Loss 's loss, damage, or expense (including attorneys' fees and costs) incurred, suffered, or paid (collectively, the "Loss") in connection with the Claim, to the extent such Loss is then known to the Indemnified Party and, otherwise, an estimate of the amount of the Loss that it reasonably anticipates that it will incur or suffer. The failure to make timely delivery of such written notice by the Indemnified Party to the Indemnifying Party shall not relieve the Indemnifying Party from any liability under this Section 6.3 with respect to such matter except to the extent (and only to the extent) the Indemnified Party is actually and materially prejudiced by the failure to give such notice. If the Indemnifying Party does not object to the Claim during the twenty (20) day period following the date of delivery of the Indemnified Party’s 's notice of its Claim (the “"Objection Period”"), the Claim shall be considered undisputed and the Indemnified Party shall be entitled to recover the amount of its actual Loss. The fact that a Claim is not disputed by the Indemnifying Party shall not constitute an admission or create any inference that the asserted Claim is valid for any purpose other than the indemnity obligation of the Indemnifying Party as to such Claim pursuant to this Article 67.
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Sources: Stock and Asset Purchase Agreement (Drca Medical Corp)
Undisputed Claims. A party (the “"Indemnified Party”") may assert a Claim ----------------- that it is entitled to, or may become entitled to, indemnification under this Agreement (whether arising from a Third-Party Suit or a direct claim) by giving written notice as promptly as is practicable of its Claim to the party or parties that are, or may become, required to indemnify the Indemnified Party (the “"Indemnifying Party”, ," whether one or more), providing reasonable details of the facts giving rise to the Claim and a statement of the Indemnified Party’s Loss 's loss, damage, or expense (including attorneys' fees and costs) incurred, suffered, or paid (collectively, the "Loss") in connection with the Claim, to the extent such Loss is then known to the Indemnified Party and, otherwise, an estimate of the amount of the Loss that it reasonably anticipates that it will incur or suffer. The failure to make timely delivery of such written notice by the Indemnified Party to the Indemnifying Party shall not relieve the Indemnifying Party from any liability under this Section 6.3 with respect to such matter except to the extent (and only to the extent) the Indemnified Party is actually and materially prejudiced by the failure to give such notice. If the Indemnifying Party does not object to the Claim during the twenty (20) day period following the date of delivery of the Indemnified Party’s 's notice of its Claim (the “"Objection Period”"), the Claim shall be considered undisputed and the Indemnified Party shall be entitled to recover the amount of its actual Loss. The fact that a Claim is not disputed by the Indemnifying Party shall not constitute an admission or create any inference that the asserted Claim is valid for any purpose other than the indemnity obligation of the Indemnifying Party as to such Claim pursuant to this Article 67.
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