Indemnity Dispute Notice definition

Indemnity Dispute Notice means any written notice by an Indemnifying Party pursuant to Section 12.4(c) of a dispute with respect to an Indemnity Notice, specifying the nature of and basis for such a dispute.
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Indemnity Dispute Notice shall have the meaning set forth in Section 10.04.
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Indemnity Dispute Notice has the meaning set forth in Section 8.15(a).
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Examples of Indemnity Dispute Notice in a sentence

  • In calculating the relevant indemnity amount, the Designated Accounting Firm shall be limited to addressing only those particular disputes referred to in an Indemnity Dispute Notice.

  • If Purchaser and the Company are unable to reach such resolution within thirty (30) calendar days after the Company’s delivery of an Indemnity Dispute Notice to purchaser, then Purchaser and the Company shall promptly submit any remaining disputed items for final binding resolution to the Designated Accounting Firm.

  • An Indemnity Dispute Notice shall identify each disputed item, specify the amount of such dispute and set forth in reasonable detail the basis for such dispute.

  • If the Company does not provide an Indemnity Dispute Notice, such Indemnity Statement shall be deemed final upon the end of such thirty (30) calendar days of Purchaser’s delivery of the Indemnity Statement to the Company.

  • Nothing herein shall be construed to authorize or permit the Designated Accounting Firm to resolve any item in dispute by making an adjustment to the Indemnity Statement that is outside of the range for such item defined by the Indemnity Statement and an Indemnity Dispute Notice.

  • Unless the Seller delivers a Interim Loss Indemnity Dispute Notice to Buyer prior to the date that is three Business Days prior to the Closing Date, the Seller will be deemed to have accepted and agreed to Buyer’s estimate of the Interim Loss Estimate Amount (and corresponding Interim Loss Indemnity Escrow Amount, Interim Loss Indemnity Threshold and Indemnity Threshold calculated on the basis thereof) and such amounts shall become conclusive and binding on Buyer and the Seller.

  • A final draft, dated September 15th, was distributed for review prior to the meeting.

  • If the Seller gives an Interim Loss Indemnity Dispute Notice to Buyer on or prior to the date that is three Business Days prior to the Closing Date, Buyer and the Seller shall discuss in good faith in order to reach agreement on the Interim Loss Disputed Items set forth in the Interim Loss Indemnity Dispute Notice.

  • If the Indemnifying Party has timely delivered an Indemnity Dispute Notice, the Indemnifying Party and the Indemnified Party shall proceed in good faith to negotiate a resolution to such dispute.

  • Within fifteen (15) days after the giving of the Indemnity Dispute Notice, the Indemnifying Party and the Indemnified Party shall negotiate in a bona fide attempt to resolve the matter (in the case of a claim for indemnification brought by a Parent Covered Party pursuant to Section 10.2.1, the provisions of Section 10.6 shall apply).


More Definitions of Indemnity Dispute Notice

Indemnity Dispute Notice has the meaning given to that term in Section 10.01(c).
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Indemnity Dispute Notice has the meaning attributed to said term in Section 8.05 of this Contract.
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Indemnity Dispute Notice has the meaning set forth in SECTION 11.4(B).
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Related to Indemnity Dispute Notice

  • Dispute Notice means a written notice served by one Party on the other stating that the Party serving the notice believes that there is a Dispute;

  • Billing Dispute Notice means a formal, written notice submitted to HUGE by the Customer in terms of this Procedure.

  • Dispute Period shall have the meaning specified in Section 9.3(a).

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

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

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

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

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

  • 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.

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

  • Tax Dispute has the meaning set forth in Section 5.06.

  • Mediation Notice is defined in Section 6.2(b).

  • Arbitration Notice has the meaning set forth in Section 9.13.

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

  • Arbitrable Dispute means any dispute arising under or in connection with this Agreement.

  • Notice of Dispute has the meaning provided in Section 2.1(f)(iii) of this Commercial Shared-Loss Agreement.

  • Agreement Disputes shall have the meaning set forth in Section 10.1.

  • 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 Disagreement has the meaning set forth in Section 2.4(c).

  • Expedited Dispute Timetable means the accelerated timetable for the resolution of disputes as set out in paragraph 2.6;

  • 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.

  • Disputing Party has the meaning specified in Paragraph 5.

  • Objection Notice has the meaning set forth in Section 2.3(a) of this Agreement.

  • Seller’s Notice has the meaning set forth in Section 8.5(a).

  • Billing Dispute means the dispute of an invoice prepared by an Operator to the Other Operator which is made in good faith.