Claim Response Period definition
Examples of Claim Response Period in a sentence
If the Indemnifying Party notifies the Indemnified Party within the Claim Response Period that the Indemnifying Party disputes its liability with respect to such claim, the Indemnifying Party and the Indemnified Party will proceed in good faith to negotiate a resolution of such dispute, and if not resolved through negotiations within a period of thirty (30) days from the date of such notice, either party may resort to litigation in accordance with Section 9.4(c).
If the Stockholder Representative fails to give a Company Claim Response within the Company Claim Response Period, the Stockholder Representative will be deemed not to dispute the Company Claim described in the related Company Claim Notice.
If, within the applicable Claim Response Period, the Seller has provided a Dispute Notice in which the Seller acknowledges that a portion of the Claim is a valid Claim and agrees with the amount attributable to such portion of the Claim, the Escrow Agent shall disburse to the Buyer solely the amount so agreed to by the Seller from the Escrow Amount.
During such Direct Claim Response Period, the Buyer Indemnified Party shall cooperate in good faith to permit the Company and its Representatives to investigate the matter or circumstance alleged to give rise to the Direct Claim.
If the Stockholder Representative delivers a Company Claim Response within the Company Claim Response Period indicating that it disputes one or more of the matters identified in the Company Claim Notice, the Company and the Stockholder Representative shall promptly meet and use their reasonable best efforts to settle the dispute.
If the Company and the Stockholder Representative are unable to reach agreement within thirty (30) days after the conclusion of the Company Claim Response Period, then either the Company or the Stockholder Representative may resort to other legal remedies contained in this Article VI.
If the Company fails to give a Stockholder Claim Response within the Stockholder Claim Response Period, the Company will be deemed not to dispute the Stockholder Claim described in the related Stockholder Claim Notice.
If the Indemnitor and the Indemnitee are unable to reach agreement within thirty (30) days after the conclusion of the Claim Response Period, then either the Indemnitor or the Indemnitee may resort to other legal remedies subject to the limitations set forth in this Article IX.
Payment of any amounts due pursuant to this Article VIII shall be made within five (5) Business Days after (a) notice of a final, non-appealable judgment is sent by the Indemnified Party, (b) a mutually agreed upon resolution is reached by the third party and the Indemnified Party, and the Indemnifying Party has approved such resolution, (c) the expiration of the Direct Claim Response Period or (d) a mutually agreed upon written resolution is reached by the Indemnified Party and the Indemnifying Party.
The 30-day period immediately following the date on which the Claimant gives the Claim Notice to the Seller is referred to herein as the "Claim Response Period." If the matter to which a claim relates shall not have been resolved as of the date of the Claim Notice, the Environmental Claimant shall estimate the amount of the claim in the Claim Notice, but also specify therein that the claim has not yet been liquidated (an "Unliquidated Claim").