Examples of Notified Claim in a sentence
If such payment is insufficient to meet such claim in full, the shortfall shall be paid according to sub-paragraph (iii) below and to the extent that the Earn-Out Payment is insufficient to meet the Finally Determined Notified Claim or has already been paid out to the Sellers, then subject always to Sub-Clause 11.3 (b), such shortfall shall immediately be paid by the Sellers.
The indemnifying party shall in no event permit to exist any lien, encumbrance or other adverse charge securing a Notified Claim upon any asset of the indemnified party and shall not consent to the imposition of any injunction against the indemnified party without the prior written consent of the indemnified party.
In the event the Buyer wishes to use the Escrow Shares to satisfy a Notified Claim (or where the Escrow Shares otherwise require to be valued under this Agreement and this Clause 4.6 is stated to apply to such valuation), the value of any Escrow Shares released from or retained in the Escrow Account shall be determined based upon the volume weighted average price of a Nomad Ordinary Share over the five Business Days prior to the date of release or valuation.
The Sellers will be deemed to have accepted the Notified Claim, if they do not respond to the Notified Claim within this time limit and the provisions of Clause 11.6 will be applicable.
Subject to the Sellers complying promptly with their obligations under Clause 11.5.3, the notification shall be made in any event no more than (i) forty (40) Business Days following MSI's actual knowledge of the grounds of a Notified Claim or the actual receipt by MSI of a third party claim or (ii) ten (10) Business Days after the Company has received a notification of a Tax reassessment from a governmental authority.