Common use of Notice and Payment of Claims Clause in Contracts

Notice and Payment of Claims. If either Group (the "Indemnified Party") determines that it is or may be entitled to indemnification by the other Group (the "Indemnifying Party") under Article III or Article VII hereof, the Indemnified Party shall promptly deliver to the Indemnifying Party a written notice and demand therefor, specifying, to the extent reasonably practicable, the basis for its claim for indemnification, the nature of the claim and the amount for which the Indemnified Party reasonably believes it is entitled to be indemnified. Unless such claim is subject to the provisions of Section 4.02 below, the Indemnifying Party shall pay the Indemnified Party the amount set forth in such notice, in cash or other immediately available funds, within thirty (30) days after receipt of such notice. However, the Indemnifying Party may object to the claim for indemnification set forth in such notice; provided, however, that if the Indemnifying Party does not give the Indemnified Party written notice setting forth its objection to such claim and the grounds therefor within the same thirty (30) day period, the Indemnifying Party shall be deemed to have acknowledged its liability for the amount of such claim and the Indemnified Party may exercise any and all of its rights under applicable law to collect such amount. Any such objection to a claim for indemnification shall be resolved in accordance with Section 4.03.

Appears in 1 contract

Samples: Distribution Agreement (Fluor Corp)

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Notice and Payment of Claims. If either Group any IHC or Xxxxxxxxx Indemnitee (the "Indemnified Party") determines that it is or may be entitled to indemnification by the other Group any party (the "Indemnifying Party") under Article III IV (other than in connection with any Action or Article VII hereofclaim subject to Section 5.2), the Indemnified Party shall promptly deliver to the Indemnifying Party a written notice and demand therefor, specifying, to the extent reasonably practicable, the basis for its claim for indemnification, the nature of the claim indemnification and the amount for which the Indemnified Party reasonably believes it is entitled to be indemnified. Unless such claim is subject to After the provisions Indemnifying Party shall have been notified of Section 4.02 belowthe amount for which the Indemnified Party seeks indemnification, the Indemnifying Party shall shall, within 30 days after receipt of such notice, pay the Indemnified Party the such amount set forth in such notice, in cash or other immediately available funds, within thirty (30) days after receipt of such notice. However, funds unless the Indemnifying Party may object objects to the claim for indemnification set forth or the amount thereof, in such notice; provided, however, that if which case the parties shall comply with Section 7.11 hereof. If the Indemnifying Party does not give the Indemnified Party written notice setting forth its objection objecting to such claim and setting forth the grounds therefor within the same thirty (30) -day period, the Indemnifying Party shall be deemed to have acknowledged its liability for the amount of such claim and the Indemnified Party may exercise any and all of its rights under applicable law to collect such amount. Any such objection to a claim for indemnification shall be resolved in accordance with Section 4.03.

Appears in 1 contract

Samples: Distribution Agreement (Zimmerman Sign Co)

Notice and Payment of Claims. If either Group any Xxxxx Indemnitee or Circor Indemnitee (the "Indemnified Party") determines that it is or may be entitled to indemnification by the other Group a party (the "Indemnifying Party") under Article III IV (other than in connection with any Action or Article VII hereofclaim subject to Section 6.02), the Indemnified Party shall promptly deliver to the Indemnifying Party a written notice and demand therefor, specifying, to the extent reasonably practicable, the basis for its claim for indemnification, the nature of the claim indemnification and the amount for which the Indemnified Party reasonably believes it is entitled to be indemnified. Unless such claim is subject to After the provisions Indemnifying Party shall have been notified of Section 4.02 belowthe amount for which the Indemnified Party seeks indemnification, the Indemnifying Party shall pay the Indemnified Party the amount set forth in such notice, in cash or other immediately available fundsshall, within thirty (30) days after receipt of such notice. However, pay the Indemnified Party such amount in cash or other immediately available funds (or reach agreement with the Indemnified Party as to a mutually agreeable alternative payment schedule) unless the Indemnifying Party may object objects to the claim for indemnification set forth in such notice; provided, however, that if or the amount thereof. If the Indemnifying Party objects to a claim for indemnification or the amount thereof or does not give the Indemnified Party written notice setting forth its objection respond to such claim and the grounds therefor within the same thirty (30) day period, the Indemnifying Party shall be deemed to have acknowledged its liability for the amount of such claim and the Indemnified Party may exercise any and all of its rights under this Agreement and applicable law with respect to collect such amount. Any such objection to a claim for indemnification shall be resolved in accordance with Section 4.03claim.

Appears in 1 contract

Samples: Distribution Agreement (Circor International Inc)

Notice and Payment of Claims. If either Group any Xxxxx Indemnitee or ---------------------------- Circor Indemnitee (the "Indemnified Party") determines that it is or may be entitled to indemnification by the other Group a party (the "Indemnifying Party") under Article III IV (other than in connection with any Action or Article VII hereofclaim subject to Section 6.02), the Indemnified Party shall promptly deliver to the Indemnifying Party a written notice and demand therefor, specifying, to the extent reasonably practicable, the basis for its claim for indemnification, the nature of the claim indemnification and the amount for which the Indemnified Party reasonably believes it is entitled to be indemnified. Unless such claim is subject to After the provisions Indemnifying Party shall have been notified of Section 4.02 belowthe amount for which the Indemnified Party seeks indemnification, the Indemnifying Party shall pay the Indemnified Party the amount set forth in such notice, in cash or other immediately available fundsshall, within thirty (30) days after receipt of such notice. However, pay the Indemnified Party such amount in cash or other immediately available funds (or reach agreement with the Indemnified Party as to a mutually agreeable alternative payment schedule) unless the Indemnifying Party may object objects to the claim for indemnification set forth in such notice; provided, however, that if or the amount thereof. If the Indemnifying Party objects to a claim for indemnification or the amount thereof or does not give the Indemnified Party written notice setting forth its objection respond to such claim and the grounds therefor within the same thirty (30) day period, the Indemnifying Party shall be deemed to have acknowledged its liability for the amount of such claim and the Indemnified Party may exercise any and all of its rights under this Agreement and applicable law with respect to collect such amount. Any such objection to a claim for indemnification shall be resolved in accordance with Section 4.03claim.

Appears in 1 contract

Samples: Distribution Agreement (Circor International Inc)

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Notice and Payment of Claims. If either Group (the ---------------------------- "Indemnified Party") determines that it is or may be entitled to indemnification by the other Group (the "Indemnifying Party") under Article III or Article VII hereof, the Indemnified Party shall promptly deliver to the Indemnifying Party a written notice and demand therefor, specifying, to the extent reasonably practicable, the basis for its claim for indemnification, the nature of the claim and the amount for which the Indemnified Party reasonably believes it is entitled to be indemnified. Unless such claim is subject to the provisions of Section 4.02 below, the Indemnifying Party shall pay the Indemnified Party the amount set forth in such notice, in cash or other immediately available funds, within thirty (30) days after receipt of such notice. However, the Indemnifying Party may object to the claim for indemnification set forth in such notice; provided, however, that if -------- ------- the Indemnifying Party does not give the Indemnified Party written notice setting forth its objection to such claim and the grounds therefor within the same thirty (30) day period, the Indemnifying Party shall be deemed to have acknowledged its liability for the amount of such claim and the Indemnified Party may exercise any and all of its rights under applicable law to collect such amount. Any such objection to a claim for indemnification shall be resolved in accordance with Section 4.03.

Appears in 1 contract

Samples: Distribution Agreement (Fluor Corp)

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