Common use of PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS Clause in Contracts

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 388 contracts

Samples: Stock Purchase Agreement (BOQI International Medical, Inc.), Stock and Asset Purchase Agreement, Stock Purchase Agreement (BOQI International Medical, Inc.)

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PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice to the party from whom indemnification is sought.

Appears in 24 contracts

Samples: Stock Purchase Agreement (Kenloc, Inc.), Stock Purchase Agreement (Focus Universal Inc.), Share Purchase Agreement (SecureAlert, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party Party from whom indemnification is sought.

Appears in 22 contracts

Samples: Membership Interest Purchase Agreement (Better for You Wellness, Inc.), Membership Interest Purchase Agreement (Better for You Wellness, Inc.), Share Purchase Agreement (Transatlantic Petroleum Ltd.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-third party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 10 contracts

Samples: Contribution Agreement (Pennsylvania Real Estate Investment Trust), Contribution Agreement (Pennsylvania Real Estate Investment Trust), Contribution Agreement (Pennsylvania Real Estate Investment Trust)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-third party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 6 contracts

Samples: Purchase Agreement (Investview, Inc.), Stock Purchase Agreement (Escalon Medical Corp), Stock Purchase Agreement (Emcon)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by notice to the party Party from whom indemnification is sought.

Appears in 5 contracts

Samples: Share Purchase Agreement, Document Asset Purchase Agreement (Vari Lite International Inc), Asset Purchase Agreement (Ambassadors International Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim Claim for indemnification for any matter not involving a third-third party claim Claim may be asserted by notice from the Indemnified Party to the party from whom indemnification is soughtIndemnifying Party. Such notice shall specify the factual basis of such Claim and the amount thereof in reasonable detail to the extent then known by the Indemnified Party.

Appears in 4 contracts

Samples: Purchase Agreement (Telecommunication Systems Inc /Fa/), Assignment and Assumption Agreement (Stockgroup Information Systems Inc), Purchase Agreement (Almost Family Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for --------------------------------------------- indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 4 contracts

Samples: Credit Agreement (Agway Inc), Asset Purchase Agreement (Thermedics Detection Inc), Asset Purchase Agreement (Entravision Communications Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 4 contracts

Samples: Stock Purchase Agreement (AFH Acquisition IX, Inc.), Stock Purchase Agreement (Concierge Technologies Inc), Asset Purchase Agreement (Metalico Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for ------------------------------------------- indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Standard Pacific Corp /De/), Asset Purchase Agreement (One Source Telecommunications Inc), Stock Purchase Agreement (Polyphase Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtIndemnifying Party.

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Rafael Holdings, Inc.), Asset Purchase Agreement (Callwave Inc), Purchase Agreement (Chastain Capital Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by written notice to the party from whom indemnification is sought.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Compass Group Diversified Holdings LLC), Master Indemnification Agreement (Apartment Investment & Management Co)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtIndemnifying Parties.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Starbase Corp), Agreement and Plan of Merger (Starbase Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.. Conditions to Consummation of the Transaction

Appears in 2 contracts

Samples: Stock Purchase Agreement (Santander Bancorp), Stock Purchase Agreement (Santander Bancorp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice and with such notice provide a copy of any demand letter, summons or applicable correspondence, and any information with respect to insurance which may cover such claim and information with respect to any third party who may be liable to an Indemnified Person in connection therewith. to the party from whom indemnification is sought.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Davis Roger D), Agreement and Plan of Merger (Celtic Investment Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by timely notice to the party from whom indemnification is soughtsought outlining in reasonable detail the facts and basis of the claim.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Astec Industries Inc), Stock Purchase Agreement (Astec Industries Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification under Section 10.2 for any matter not involving a third-party claim may be asserted by an indemnified party only by giving prompt written notice prior to the party from whom indemnification is soughtexpiration of the Survival Period to the indemnifying party.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Ply Gem Holdings Inc), Stock Purchase Agreement (Fortune Brands Home & Security, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for -------------------------------------------- indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Industrial Training Corp), Agreement and Plan of Merger (Aon Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a thirdThird-party claim Party Claim may be asserted by notice to the party Party from whom indemnification is sought.

Appears in 2 contracts

Samples: Contribution Agreement (AAC Holdings, Inc.), Agreement and Plan of Merger (Panhandle Royalty Co)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought. If the indemnifying party disputes its liability with respect to such claim, the parties shall proceed in good faith to negotiate a resolution of such dispute prior to pursuing other remedies.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Global Industrial Technologies Inc), Asset Purchase Agreement (Global Industrial Technologies Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtsought and will be paid promptly after such notice.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Healthstream Inc), Stock Purchase Agreement (Healthstream Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice to the party from whom indemnification is soughtsought in accordance with the provisions of Section 6.6.

Appears in 2 contracts

Samples: Stock Purchase Agreement (World Acceptance Corp), Stock Purchase Agreement (World Acceptance Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice to the party from whom indemnification is soughtIndemnifying Party as provided herein.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Callwave Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-third party claim may be asserted by notice to the party Party from whom indemnification is sought.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Photomedex Inc), Stock Purchase Agreement (Wireless Facilities Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim Claim for indemnification for any matter not involving a third-party claim Claim may be asserted by written notice to the party from whom indemnification is sought.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Insurance Management Solutions Group Inc), Stock Purchase Agreement (Insurance Management Solutions Group Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice as provided herein to the party from whom indemnification is sought.

Appears in 2 contracts

Samples: Settlement Agreement (Innovative Software Technologies Inc), Settlement Agreement (Innovative Software Technologies Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A Subject to the other provisions of this Article VIII, a claim for indemnification for any matter not involving a thirdThird-party claim Party Claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Amsurg Corp), Escrow Agreement (Amsurg Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim Claim for indemnification for any matter not involving a third-party claim may Claim shall be asserted by notice a Claim Notice to the party Indemnifying Party from whom indemnification is sought.sought as set forth below and must within the Indemnification Time Period:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Smartserv Online Inc), Stock Purchase Agreement (Smartserv Online Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party Surge U.S. from whom indemnification is sought.

Appears in 1 contract

Samples: Agreement (Surge Global Energy, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification ---------------------------------------------- for any matter not involving a third-party Third Party Claim shall be made by delivering during the indemnification Period written notice of the claim may be asserted by notice (specifying the details of the claim, relevant provisions of this Agreement and the amount of the claim) to the party from whom indemnification is being sought.

Appears in 1 contract

Samples: Agreement for Purchase And (SiVault Systems, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for ------------------------------------------ indemnification for any matter not involving a third-third party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Stock Purchase Agreement (Polyphase Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtsought prior to the expiration of the applicable Survival Period.

Appears in 1 contract

Samples: Stock Purchase Agreement (Kforce Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A An indemnification claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by notice to the party from whom indemnification is soughtIndemnitor.

Appears in 1 contract

Samples: Membership Unit Purchase Agreement (Nelnet Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought. 11.

Appears in 1 contract

Samples: Stock Purchase Agreement (United Stationers Supply Co)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party Party from whom indemnification is sought.. ​ 131622973.6 ​ Section 7.2Calculation of Indemnity Payments. ​

Appears in 1 contract

Samples: Asset Purchase Agreement (Lannett Co Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice in writing to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Asset Purchase Agreement (Compudyne Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.. 10.6

Appears in 1 contract

Samples: Stock Purchase Agreement (Insignia Financial Group Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtsought within a reasonable time after determination that an event has occurred that has given rise to a right of indemnification hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Natural Alternatives International Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. (a) A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtindemnifying party. Such notice shall specify the factual basis of such claim and the amount thereof in reasonable detail to the extent then known by the Indemnified Person.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aether Holdings Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.Indemnifying Party or his representative (the “Indemnifying Party Representative”), and shall be brought and resolved exclusively as follows:

Appears in 1 contract

Samples: Securities Purchase Agreement (East Shore Distributors, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought, specify in reasonable detail the nature of the claim, and, if known, the amount, or an estimate of an amount, of the liability arising therefrom. The party seeking indemnification shall provide to the indemnifying party as promptly as practicable thereafter with information and documentation reasonably requested by the indemnifying party to support and verify the asserted claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Integrated Security Systems Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtindemnifying party.

Appears in 1 contract

Samples: Form of Acquisition Agreement (Rafael Holdings, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.. 7.7

Appears in 1 contract

Samples: Purchase Agreement (Hathaway Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-third party claim may be asserted by notice from the Indemnified Party to the party from whom indemnification is soughtIndemnifying Party. Such notice shall specify the factual basis of such claim and the amount thereof in reasonable detail to the extent then known by the Indemnified Party.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bio Key International Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by notice to the party from whom indemnification is sought.. ARTICLE XII GENERAL PROVISIONS 12.1

Appears in 1 contract

Samples: HTM Stock Purchase Agreement

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.. Section 9.7

Appears in 1 contract

Samples: Sale and Purchase Agreement

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtSeller by a Purchaser Indemnified Party.

Appears in 1 contract

Samples: Asset Purchase Agreement (Theragenics Corp)

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PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a thirdThird-party claim Party Claim may be asserted by written notice to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Share Purchase Agreement (Emcore Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.sought within the relevant timeframe as described in this Article X.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Pw Eagle Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-third party claim may be asserted by notice to the party Indemnitor from whom indemnification is soughtthe Indemnitee.

Appears in 1 contract

Samples: Asset Purchase Agreement (Finish Line Inc /In/)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.. ^ ^

Appears in 1 contract

Samples: Purchase Agreement (X Ceed Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought, subject, however, to the other terms and provisions of this Agreement.

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Iti Technologies Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification Claim for any matter not involving a third-third party claim may be asserted by notice to the party Party from whom indemnification is sought, subject to the jurisdiction provisions of this Agreement.

Appears in 1 contract

Samples: Membership Interest Purchase and Sale Agreement (Atlantic Tele Network Inc /De)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice to the party from whom which indemnification is sought.

Appears in 1 contract

Samples: Stock Purchase Agreement (Universal Hospital Services Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought, providing reasonable details regarding the nature and, to the extent known, amount of such claim. The indemnified party shall reasonably cooperate with the indemnifying party, and provide the indemnifying party with all information and documents reasonably requested by the indemnifying party, to enable the indemnifying party to properly evaluate such indemnification claim.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (National Commerce Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim Claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Asset Purchase Agreement (Royster-Clark Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification under Section 8.02 for any matter not involving a third-party claim may be asserted by an indemnified party only by giving prompt notice prior to the party from whom indemnification is soughtexpiration of the Survival Period to the indemnifying party.

Appears in 1 contract

Samples: Asset Purchase Agreement (STERLING CONSOLIDATED Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice to the party from whom indemnification is soughtsought describing in reasonable detail the basis for such claim and presenting all available documentation with respect thereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Convergence Communications Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification hereunder for any matter not involving a thirdThird-party claim Party Claim may be asserted by notice to the party Party from whom such indemnification is sought.

Appears in 1 contract

Samples: Stock Purchase Agreement (Esterline Technologies Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party an Third Party Claim shall be made by delivering written notice of the claim may be asserted by notice (specifying the details of the claim, relevant provisions of this Agreement and the amount of the claim) to the party from whom indemnification is being sought.

Appears in 1 contract

Samples: Agreement for Purchase (SiVault Systems, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a thirdThird-party claim Party Claim may be asserted by notice from Parent or the Shareholder Representative, to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Agreement and Plan of Merger (New Ulm Telecom Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Stock Purchase Agreement (LoopNet, Inc.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for -------------------------------------------- indemnification for any matter not involving a third-party claim may be asserted by notice to the other party from whom indemnification is sought.

Appears in 1 contract

Samples: Purchase Agreement (Material Sciences Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.sought to the extent permitted under applicable Legal Requirements. -29- Neenah-Wausau Asset Purchase Agreement

Appears in 1 contract

Samples: Asset Purchase Agreement (Wausau Paper Corp.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the indemnifying party from whom indemnification is sought.

Appears in 1 contract

Samples: Separation and Release Agreement (Elektryon)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim Third Party Claim or a Tax Claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Stock Purchase Agreement (International Multifoods Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification under Section 5.15(c) or (d), as applicable, for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.

Appears in 1 contract

Samples: Real Estate Purchase and Sale Agreement (CNL Retirement Properties Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice (the "Indemnity Notice") to the party from whom indemnification is soughtsought subject to the limitations otherwise contained in this Article XI.

Appears in 1 contract

Samples: Stock Purchase Agreement (Big Flower Holdings Inc/)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for -------------------------------------------- indemnification for any matter not involving a third-party claim may shall be asserted by written notice to the party Indemnifying Party from whom indemnification is sought.

Appears in 1 contract

Samples: Asset Purchase Agreement (Entravision Communications Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is sought.Representative or the Acquiror, as applicable (each, an “Indemnifying Party Representative”), and shall be brought and resolved exclusively as follows:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sysorex Global Holdings Corp.)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by written notice given to the party Party from whom indemnification is sought.

Appears in 1 contract

Samples: Asset Purchase Agreement (Per Se Technologies Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may can be asserted by notice to the party Party from whom indemnification is soughtsought within the periods specified in Section 9.3, if any.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fremont General Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim Third Party Claim may be asserted by notice to the party from whom indemnification is sought. Notwithstanding anything to the contrary set forth herein, the prevailing party in any litigation between the parties concerning any claim for indemnification for any matter not involving a Third Party Claim, shall be entitled to recover from the non-prevailing party reasonable attorneys’ fees (including all levels of appeal), and all reasonable costs and expenses incurred in such litigation.

Appears in 1 contract

Samples: Assets Purchase Agreement (Metalico Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party Party from whom indemnification is soughtsought in accordance with this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Metasolv Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtParty obligated to indemnify pursuant to Section 9.1 and will be paid promptly after such notice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Harris Interactive Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for -------------------------------------------- indemnification for any matter not involving a third-party claim may be asserted by notice to the party from whom indemnification is soughtIndemnifying Party.

Appears in 1 contract

Samples: Website Development and Hosting Agreement (Moore Medical Corp)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the indemnifying party from whom indemnification is soughtthe party seeking indemnification.

Appears in 1 contract

Samples: Stock Purchase Agreement (United Payors & United Providers Inc)

PROCEDURE FOR INDEMNIFICATION--OTHER CLAIMS. (a) A claim for indemnification for any matter not involving a third-party claim may be asserted by notice to the party Party from whom indemnification is sought.

Appears in 1 contract

Samples: Asset Purchase Agreement (Worthington Industries Inc)

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