Buyer Claims Notice definition

Buyer Claims Notice has the meaning set forth in Section 9.6(b).
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Buyer Claims Notice and, together with a Seller’s Claims Notice, a “Notice”). A Buyer Claims Notice must describe the Buyer Claim in reasonable detail, and indicate the amount (estimated, as necessary and to the extent feasible) of the Loss that has been or may be suffered by the applicable Buyer Indemnitee.
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Buyer Claims Notice as defined in Section 7.7(b)(ii).
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Examples of Buyer Claims Notice in a sentence

  • A Buyer Claims Notice must describe a Buyer Claim in reasonable detail and indicate the amount (estimated, as necessary) of the Loss that has been or is reasonably expected to be suffered by the applicable Buyer Indemnitee, all to the extent known.

  • If the Indemnifying Party does not assume the defense of any third party claim in accordance with this Section 9.6(d) within fourteen (14) days after delivery of a Buyer Claims Notice in connection with any such claim, the Indemnified Party may defend such claim at the sole cost of the Indemnifying Party.

  • A Buyer Claims Notice must describe the Buyer Claim in reasonable detail, and indicate the amount (estimated, as necessary and to the extent feasible) of the Loss that has been or may be suffered by the applicable Buyer Indemnitee.

  • No delay in or failure to give a Buyer Claims Notice by Parent to the Stockholder Representative pursuant to this Section 7.7(b)(ii) will adversely affect any of the other rights or remedies that Parent has under this Agreement, or alter or relieve the Equityholders of their obligation to indemnify the applicable Buyer Indemnitee except to the extent that they are materially prejudiced thereby.

  • A Buyer Claims Notice must describe the Buyer Claim in reasonable detail (to the extent known), and indicate the amount (estimated, as necessary and to the extent feasible) of the Loss that has been or may be suffered by the applicable Buyer Indemnitee; provided that the Buyer Indemnitee shall have the right to update any Buyer Claims Notice as and when additional facts and circumstances arise relating to the underlying Buyer Claim.

  • No delay in or failure to give a Buyer Claims Notice by Buyer to the Seller Representative pursuant to this Section 9.6(b) shall adversely affect the applicable Buyer Indemnitee’s right to indemnification pursuant to this Agreement except to the extent Seller is materially prejudiced thereby.

  • No delay in or failure to give a Buyer Claims Notice by Buyer to the Seller Representative pursuant to this Section 9.6(b) shall adversely affect the applicable Buyer Indemnitee’s right to indemnification pursuant to this Agreement except to the extent any of the Company or the Stockholders are materially prejudiced thereby.

  • No delay in or failure to give a Buyer Claims Notice by Buyer to Seller pursuant to this Section 9.6 will adversely affect any of the other rights or remedies that a Buyer Indemnitee has under this Agreement, or alter or relieve the Seller Indemnifying Parties of their obligation to indemnify a Buyer Indemnitee subject to the limitations set forth in this ARTICLE IX, except to the extent that Seller is materially prejudiced thereby.

  • Buyers shall provide a Buyer Claims Notice to Sellers pursuant to this Section 10.6(b) within 30 days after discovery of such Buyer Claim by a Buyer Indemnitee.

  • No delay in or failure to give a Buyer Claims Notice by Buyer to the Seller Representative pursuant to this Section 7.6(b) shall adversely affect the applicable Buyer Indemnitee’s right to indemnification pursuant to this Agreement except to the extent any of the Company or the Stockholders are materially prejudiced thereby.

Related to Buyer Claims Notice

  • Claims Notice has the meaning set forth in Section 9.3(a).

  • Claim Notice has the meaning set forth in Section 8.4(a).

  • Third Party Claim Notice shall have the meaning set forth in Section 6.5(a).

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Expected Claim Notice means a notice that, as a result of a legal proceeding instituted by or written claim made by a third party, an Indemnified Party reasonably expects to incur Damages for which it is entitled to indemnification under Article VI.

  • Indemnity Notice shall have the meaning specified in Section 9.3(b).

  • Indemnity Claim has the meaning set forth in Section 8.3.

  • Direct Claim has the meaning set forth in Section 8.05(c).

  • Claim Objection Deadline means the first Business Day that is 180 days after the Effective Date, as may be extended by order of the Bankruptcy Court.

  • Title Defect Notice shall have the meaning set forth in Section 11.2(a).

  • Claimed Amount means the amount of any Damages incurred or reasonably expected to be incurred by the Indemnified Party.

  • Indemnification Claim has the meaning set forth in Section 8.4(a).

  • Third party claimant means any individual, corporation, association, partnership, or other legal entity asserting a claim against any individual, corporation, association, partnership, or other legal entity insured under an insurance policy or insurance contract.

  • Claims Objection Deadline means the deadline for objecting to a Claim against a Debtor, which shall be on the date that is the later of (a) 180 days after the Effective Date and (b) such other period of limitation as may be fixed by the Debtors or the Reorganized Debtors, as applicable, or by an order of the Court for objecting to such Claims.

  • Claim Certificate shall have the meaning set forth in Section 8.6(a).

  • Third Party Claim has the meaning set forth in Section 8.3.

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

  • Notice of Claim has the meaning set forth in Section 9.3.

  • Defect Notice shall have the meaning specified in Section 3.2 of this Agreement.

  • Environmental Defect Notice shall have the meaning set forth in Section 12.1(a).

  • Indemnification Notice has the meaning set forth in Section 11.3(a).

  • Buyer Losses shall have the meaning set forth in Section 11.1 hereof;

  • Liability Claim has the meaning set forth in Section 7.2(a).

  • Released Claim means the matters that are subject to release and discharge pursuant to ARTICLE 10 hereof;

  • Claims Objection Bar Date means the deadline for objecting to a Claim, which shall be on the date that is the later of (a) 180 days after the Effective Date and (b) such other period of limitation as may be specifically fixed by the Debtors or the Reorganized Debtors, as applicable, or by an order of the Bankruptcy Court for objecting to Claims.

  • Claim Period means the period of time during which a Settlement Class Member must submit a Claim Form to be eligible to receive a Cash Benefit or Billing Credit Option as part of the Settlement. The Claim Period shall commence not later than thirty (30) days after the Preliminary Approval Date, as defined herein, and shall conclude not more than ninety (90) days after it commences.