Claims for Breach. The only legal action that may be asserted by or on behalf of any Party with respect to an alleged breach of this Agreement or another Transaction Document or any other matter arising out of the transactions contemplated by this Agreement or another Transaction Document shall be an action to enforce or to recover Losses as an indemnification claim pursuant to this Section 8.04. The Party asserting such a claim shall provide the other Party with written notice setting forth in detail the factual and legal basis for such claim, and the Party against whom such a claim is alleged shall thereafter have 60 days within which to cure the alleged breach or otherwise remedy Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. the situation. In the event the alleged breach is not cured or the situation is not otherwise remedied within such 60 day period, the non-breaching Party may initiate legal action to enforce its rights under this Agreement or another Transaction Document. Without limiting the generality of the foregoing, no legal action based upon predecessor or successor liability, contribution, tort, strict liability or any statute, regulation or ordinance may be maintained by or on behalf of Buyer or any Buyer Indemnified Party with respect to any matter that is the subject of this Section 8.04.
Claims for Breach. (a) Subject to the limitations and other provisions of this Agreement, any claim for indemnification under this Agreement shall be presented in writing, specifying the facts constituting the basis for such claim. (b) Any claim for indemnification under this Agreement shall be presented to the other Party within a period of [*****] after the Closing Date, except for claims under Section [*****], which shall be presented to the other Party within a period of [*****] after the Closing Date, claims under Section [*****], which shall be presented to the other Party within a period of [*****] after the Closing Date, and claims under Sections [*****] and [*****], which shall be presented to the other Party within a period of [*****] after the Party has become aware of the act or event giving rise to the claim but in no event later than [*****] after the respective covenant period provided therein. 8.3
Claims for Breach. 17 7.9 Taxes ............................................................................................ 17 8. Convenants ........................................................................................... 17 8.1 Covenants ........................................................................................ 17 9.
Claims for Breach. (a) Any claim for breach of a representation or warranty must be made by notice to the breaching party not more than 365 days after the Closing (or, with respect to assets or other rights transferred at a subsequent Closing, 365 days after the subsequent Closing) at which the breach occurred. Any claim must be in writing, must identify in reasonable detail the breach claimed and, to the extent known, the facts and circumstances giving rise to the claim. Investor and any COM Entity that requires a license or other right to use spectrum or Related Assets under this Agreement are jointly and severally liable for any claim made by the Company for breach of a representation or warranty by Investor or any other COM Entity. If a claim is made for breach of a representation or warranty, then not sooner than 60 days after giving notice that it will exercise its right to do so if the claim is not resolved, the party making the claim can initiate arbitration under Section 11.1.
Claims for Breach. (a) Subject to the limitations and other provisions of this Agreement, any claim for indemnification under this Agreement shall be presented in writing, specifying the facts constituting the basis for such claim.
Claims for Breach. A party seeking indemnification pursuant to the provisions of this Section 12 (“Indemnitee”) may do so provided that (a) the valid claims for all such breaches by the indemnifying party (“Indemnitor”) collectively aggregate more than One Hundred Thousand No/100 Dollars ($100,000.00), and (b) written notice containing a description of the specific nature of such breach shall have been delivered by such party to Indemnitor prior to the expiration of the Survival Period. The maximum amount that an Indemnitee shall be entitled to collect from an Indemnitor in connection with all claims for indemnity resulting from all breaches of an Indemnitor of any representation or warranty made by the Indemnitor, or the failure of any covenants of the Indemnitor, shall in no event exceed $12,500,000. Any claim for indemnification under this Section 12 must be asserted in writing, stating the nature of such claim and the basis for indemnification therefor, within the Survival Period. If so asserted in writing within the Survival Period, such claims for indemnification shall survive until resolved by mutual agreement between the Indemnitor and the Indemnitee or by judicial determination.
Claims for Breach. Subject to the limitations set forth herein, any Purchaser Indemnified Party or Seller Indemnified Party may bring a claim for the breach of: (i) any representation or warranty made by either Seller or any Majority Member, on the one hand, or the Purchaser, on the other hand, in this Agreement; or (ii) a covenant or agreement made by Seller or any Majority Member, on the one hand, or the Purchaser, on the other hand, in this Agreement, by delivering a written Notice of such claim to the Seller, applicable Majority Member, or the Purchaser, respectively, in each case prior to the expiration of the applicable survival period set forth in this Section 9.3 above. Any claims so asserted prior to the expiration date of the applicable survival period shall not thereafter be barred or limited in any manner by the expiration of the applicable survival period and such claims shall survive until finally resolved.
