Dispute Notices. The Escrow Agent will release to Technest the Breach Indemnity Shares set forth in a Notice of Contract Claim, as soon as practicable, but no earlier than twenty one (21) Business Days following receipt by the Escrow Agent of such Notice of Contract Claim; PROVIDED, HOWEVER, THAT if within the period of twenty (20) Business Days following receipt by the Escrow Agent of such Notice of Contract Claim, the Escrow Agent shall have received from the Seller a written notice (a "BREACH DISPUTE NOTICE") stating that the Seller disputes in good faith the validity of or the number of Breach Indemnity Shares specified in such Notice of Contract Claim or any portion thereof (a "BREACH DISPUTED AMOUNT") and providing in reasonable detail the reasons therefor, the Escrow Agent shall not pay any such Breach Disputed Amount, with respect to such disputed breach, to Technest other than pursuant to SECTION 2.5 of this Agreement. Seller shall send a copy of each Breach Dispute Notice to Technest at the same time that such Breach Dispute Notice is sent to the Escrow Agent. For purposes of this Agreement, the term "BUSINESS DAY" means any day (other than a Saturday or Sunday) on which (A) the New York Stock Exchange is open and (B) banks are not authorized or required to close in Boston, Massachusetts or Wilmington, Delaware.
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Sources: Escrow Agreement (Markland Technologies Inc), Escrow Agreement (Markland Technologies Inc)
Dispute Notices. The Escrow Agent will release use commercially reasonable efforts to Technest cause the Breach Indemnity Conversion Shares set forth in a Notice of Contract Claim, to be issued to the Converting Holders as soon as practicable, but no earlier than twenty one three (213) Business Days following receipt by the Escrow Agent of such the Notice of Contract ClaimConversion; PROVIDEDprovided, HOWEVERhowever, THAT that if within the period of twenty two (202) Business Days following receipt by the Escrow Agent of such the Notice of Contract ClaimConversion, the Escrow Agent shall have received from the Seller ▇▇▇▇▇▇▇▇ a written notice (a "BREACH DISPUTE NOTICE"“Conversion Dispute Notice”) stating that the Seller ▇▇▇▇▇▇▇▇ disputes in good faith the validity of or the number of Breach Indemnity Conversion Shares specified in such Notice of Contract Claim Conversion or any portion thereof (a "BREACH DISPUTED AMOUNT"“Conversion Disputed Amount”) and providing in reasonable detail the reasons therefor, the Escrow Agent shall transfer any Conversion Shares to the Converting Holder that are not pay the subject of a dispute, but shall not transfer any such Breach Conversion Disputed Amount, with respect to such disputed breachconversion, to Technest the Converting Holder other than pursuant to SECTION 2.5 Section 4.1 of this Agreement. Seller ▇▇▇▇▇▇▇▇ shall send a copy of each Breach Conversion Dispute Notice to Technest the Converting Holder at the same time that such Breach Conversion Dispute Notice is sent to the Escrow Agent. For purposes of this Agreement, the term "BUSINESS DAY" “Business Day” means any day (other than a Saturday or Sunday) on which (A) the New York Stock Exchange is open and (B) banks are not authorized or required to close in Boston, Massachusetts or Wilmington, Delaware.
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