Common use of Method of Asserting Claims, Etc Clause in Contracts

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICE"). Seller shall have 30 days from the giving of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIOD") to notify the Indemnified Purchaser Party, (A) whether or not it disputes its liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement), to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. (a) In the event that any claim or demand for which Seller the Sellers would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller the Sellers Representative of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller The Sellers Representative shall have 30 ten days from the giving personal delivery or mailing of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, (A) whether or not it disputes its the Sellers dispute their liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desiresthey desire, at its their sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim claims or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser WorldPort Party or Indemnified WWC Party (an "Indemnified Party") by a third party, the Indemnified Purchaser Party shall promptly notify Seller the party from which indemnification is sought pursuant to paragraphs 10(a) and 10(b) above (the "Indemnifying Party") of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller The Indemnifying Party shall have 30 twenty (20) days from the giving its receipt of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, (Ai) whether or not it the Indemnifying Party disputes its liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (Bii) notwithstanding any such dispute, whether or not it the Indemnifying Party desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller shall have 30 days from the giving of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, (A) whether or not it disputes its liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement), to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller or AEGI would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller and AEGI of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller and AEGI shall have 30 ten (10) days from the giving personal delivery or mailing of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, (A) whether or not it disputes its they dispute their liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desiresthey desire, at its their sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim claims or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller (the "Indemnifying Party") would be liable to an Indemnified Purchaser Buyer Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Buyer Party by a third party, the Indemnified Purchaser Buyer Party shall promptly (and in case of claims under Section 11.1(a)(iii), within thirty days after Buyer has knowledge of such claim) notify Seller of such claim or demand, specifying in reasonable detail the nature of such claim or demand demand, the specific provisions of this agreement alleged to have been breached, and the amount or the estimated amount thereof to the extent then feasible (feasible, which estimate shall not be conclusive of the final amount of such claim and demand) demand (the "CLAIM NOTICEClaim Notice"). Seller Indemnifying Party shall have 30 thirty days from the giving personal delivery or mailing of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, Buyer Party (A) whether or not it disputes its liability to the Indemnified Purchaser Buyer Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Buyer Party against any such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from any party hereto (an "Indemnified Purchaser Party Party") by a third party, the Indemnified Purchaser Party shall promptly notify Seller the party from which indemnification is sought pursuant to Sections 8(a) or 8(b) above (the "Indemnifying Party") of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller The Indemnifying Party shall have 30 twenty (20) days from the giving its receipt of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, (Ai) whether or not it the Indemnifying Party disputes its liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (Bii) notwithstanding any such dispute, whether or not it the Indemnifying Party desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from any party hereto (an “Indemnified Purchaser Party Party”) by a third party, the Indemnified Purchaser Party shall promptly notify Seller the party from which indemnification is sought pursuant to Sections 8(a) or 8(b) above (the “Indemnifying Party”) of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICE"“Claim Notice”). Seller The Indemnifying Party shall have 30 twenty (20) days from the giving its receipt of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIOD"“Notice Period”) to notify the Indemnified Purchaser Party, (Ai) whether or not it the Indemnifying Party disputes its liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (Bii) notwithstanding any such dispute, whether or not it the Indemnifying Party desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller or the Members would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller and the Members of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller and the Members shall have 30 ten days from the giving personal delivery or mailing of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, (A) whether or not it disputes its they dispute their liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desiresthey desire, at its their sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICE"). Seller shall have 30 business days from the giving of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIOD") to notify the Indemnified Purchaser Party, (A) whether or not it disputes its liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement), to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller Sellers or Maxco would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller Sellers and Maxco of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate 31 shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller Sellers and Maxco shall have 30 ten days from the giving personal delivery or mailing of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, Party of (Ai) whether or not it disputes its they dispute their liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (Bii) whether or not, notwithstanding any such dispute, whether or not it desiresthey desire, at its their sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party or Indemnified Seller Party (an "Indemnified Party") by a third party, the Indemnified Purchaser Party shall promptly notify Seller the party from which indemnification is sought pursuant to paragraphs 8(a) or 8(b) above (the "Indemnifying Party") of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller The Indemnifying Party shall have 30 twenty (20) days from the giving Indemnifying Party's receipt of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, Party (Ai) whether or not it the Indemnifying Party disputes its liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand demand, and (Bii) notwithstanding any such dispute, whether or not it the Indemnifying Party desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand for which Seller would be liable to an Indemnified Purchaser Party hereunder is asserted against or sought to be collected from an Indemnified Purchaser Party by a third party, the Indemnified Purchaser Party shall promptly notify Seller of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller shall have 30 ten days from the giving personal delivery or mailing of the Claim Notice in accordance with Section 8.8 hereof (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Party, (A) whether or not it disputes its the liability to the Indemnified Purchaser Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desires, at its sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Party against such claim or demand.

Method of Asserting Claims, Etc. In the event that any claim or demand demand, for which Seller would be liable to an Indemnified Purchaser Buyer Party hereunder hereunder, is asserted against or sought to be collected from an Indemnified Purchaser Buyer Party by a third party, the Indemnified Purchaser Buyer Party shall promptly notify Seller of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof to the extent then feasible (which estimate shall not be conclusive of the final amount of such claim and demand) (the "CLAIM NOTICEClaim Notice"). Seller shall have 30 twenty days from the giving delivery of the Claim Notice in accordance with pursuant to Section 8.8 hereof 9.9 (the "NOTICE PERIODNotice Period") to notify the Indemnified Purchaser Buyer Party, (A) whether or not it Seller disputes its liability to the Indemnified Purchaser Buyer Party hereunder with respect to such claim or demand and (B) notwithstanding any such dispute, whether or not it desiresthey desire, at its their sole cost and expense (subject to the limitation in Section 6.3(b) regarding an Agreed Upon Settlement)expense, to defend the Indemnified Purchaser Buyer Party against such claim or demand.