Assumed Claim definition
Examples of Assumed Claim in a sentence
After the aggregate Warranty Costs incurred by the Acquired Companies has exceeded the Warranty Threshold, Seller may settle, compromise or discharge any Assumed Claim without Buyer's prior consent, provided that there is no liability to the Acquired Companies as a result of such settlement, compromise or discharge and such settlement, compromise or discharge does not otherwise materially adversely affect the Acquired Companies.
Upon the occurrence of a Claim or Damages (other than an Assumed Claim) for which an Indemnified Party believes indemnification is due under this Article X, the Indemnified Party shall provide notice of such Claim or Damages to the Indemnifying Party, stating the circumstances giving rise to the Claim or Damages, specifying the amount or the amount estimated in good faith of the Claim or Damages and making a request for any payment then believed due.
Notwithstanding the other terms and conditions of this Article IX, with respect to any Claim, Damages or Assumed Claim for which Contributors are obligated pursuant to Section 9.01, the Parties agree that (a) Contributors shall be liable only for their proportionate share of any such Claim, Damages, or Assumed Claim (subject to the limitations of Section 9.06), with such proportionate share set forth on Schedule 9.05; and (b) ▇▇.
Upon the occurrence of a Claim or Damages (other than an Assumed Claim) for which an Indemnified Party believes indemnification is due under this Article IX, the Indemnified Party shall provide notice of such Claim or Damages to the Indemnifying Party, stating the circumstances giving rise to the Claim or Damages, specifying the amount or the amount estimated in good faith of the Claim or Damages and making a request for any payment then believed due.
Upon the occurrence of a Claim or Damages (other than an Assumed Claim) for which indemnification is believed by Buyer to be due under this Article VII, the Indemnified Party shall provide notice of such Claim or Damages to the Sellers’ Representative, stating the circumstances giving rise to the Claim or Damages, specifying the amount or the estimated amount of the Claim or Damages and making a request for any payment then believed due.
If at the time Seller assumes the defense of the Assumed Claim, the aggregate Wa▇▇▇▇▇▇ ▇▇▇▇s incurred by the Acquired Companies has not exceeded the Warranty Threshold, then Seller may not settle, compromise or discharge such Assumed Claim without Buyer's prior written consent (which consent shall not be unreasonably withheld).
With respect to a claim by a third party against an Indemnitee (other than an Assumed Claim, to which Section 9.05(b) applies), the indemnifying party shall have the right to monitor the Indemnitee’s defense, settlement or other disposition of any Claim.
The Purchasers shall be kept informed (to the fullest extent reasonable) of, and consulted about, such litigation or proceeding of an Assumed Claim for which the Sellers and/or Clariant Corp.
For purposes of this paragraph 6.3, “Remaining Funds” means: the unspent dollar amount of the reserve transferred for the applicable Assumed Claim plus the remaining prorated share of the 20% risk premium and 7.75% administrative fee for that Assumed Claim.
Code 9.2, once an Assumed Claim is transferred as part of a loss portfolio transfer transaction, the Board will no longer have any duty to reimburse for any costs or liabilities associated with such Assumed Claim.