Notified Claim Clause Samples

Notified Claim. 5.1.1 The Buyer shall provide written notice to the Sellers' Joint Representative of any event that gives rise or could give rise to a claim under the Warranties, which notice shall specify the grounds on which the claim is based and shall demand that the Manager, within a reasonable period which must be at least 4 weeks but shall not exceed 12 weeks upon receipt of the notice, bring about the state of affairs which would have existed if the Warranty or the Warranties had been true (a “Notified Claim”), within 20 Business Days from the date on which such event has been brought to the knowledge of the Buyer or the Company. Should the Buyer fail to comply with the above notification periods, any liability of the Manager in respect of the Warranty claim shall not be extinguished but shall be reduced to the extent, if any, that it is increased as a result of the relevant notice being provided after that time. The Buyer undertakes, and shall cause the Company, to ensure that the Sellers' Joint Representative is permitted to consult freely all relevant information or documents held by the Buyer and/or the Company in relation to a Notified Claim and which is reasonably necessary to ensure an understanding of the conditions and circumstances of the Notified Claim, provided, however, that (i) such investigations are conducted during the business hours of the Company, as the case may be, (ii) are conducted in such a way as shall not disturb the normal running of the business of the Buyer and/or the Company, or inhibit the normal activities of the Company, and (iii) a first notice of 5 days has been delivered by the Sellers' Joint Representative to the Buyer and/or the Company, as the case may be. The Sellers undertake to keep confidential all information and documents which they may receive or consult in connection thereto. 5.1.2 If the Sellers' Joint Representative decides to contest the merits of a Notified Claim, the Sellers' Joint Representative will notify the Buyer in writing of its reasons for doing so within 30 Business Days of receiving the Notified Claim. The Sellers' Joint Representative will be deemed to have accepted the Notified Claim, if it does not respond to the Notified Claim within this time limit. If the Sellers' Joint Representative has notified the Buyer within the time limit of its reasons for contesting the Notified Claim, the Sellers' Joint Representative and the Buyer shall meet each other in Dortmund within 15 Business Days following the r...