Asserted Claim definition

Asserted Claim has the meaning set forth in Section 10.04.

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Asserted Claim means any allegation, claim or complaint that is the result of, or in connection with, Regional Franchisee’s conduct of its business, the exercise of its rights and carrying out of its obligations under this Agreement (including any claims attributable to the conduct of a Franchisee or Sales Associate or any of their employees, or any claims brought by a prospective or actual Franchisee and/or a government agency concerning Regional Franchisee’s solicitation and other dealings with prospective and actual Franchisees), notwithstanding any claim that any RE/MAX Party was or may have been negligent.

Asserted Claim. As defined in Section 10.05.

Examples of Asserted Claim in a sentence

• If any claim ("Asserted Claim") covered by the foregoing indemnities is asserted against any indemnified party ("Indemnitee"), it shall be a condition to the obligations under this Article that the Indemnitee shall promptly give the indemnifying party ("Indemnitor") notice thereof in accordance with Section 13.06.

• Regional Franchisee shall indemnify and hold the RE/MAX Parties who were or may have been negligent, harmless against any and all Damages (as such term is defined below) arising directly or indirectly from any Asserted Claim (as such term is defined below) as well as from any breach of this Agreement by Regional Franchisee.

• If any claim ("Asserted Claim") covered by the foregoing indemnities is asserted by a third party against any indemnified party ("Indemnitee"), it shall be a condition to the obligations under this Section 10 that the Indemnitee shall promptly give the indemnifying party ("Indemnitor") notice thereof in accordance with Section 13.05.

• Until released to WMILT by the Agent, no funds contained in the Reserve, including, without limitation, interest accrued thereon, shall be considered proceeds of the D&O Litigation or the Asserted Claim.

• In the event an Indemnification Notice is delivered to CS in respect of an Asserted Claim, and CS assumes the defense thereof, CS shall have the discretion to make all decisions and determinations permitted or required to be made by CS under Section 2.2 above with respect to such Asserted Claim, and Parent shall make or cause to be made available to CS any books, records or other documents within its control that are reasonably requested by CS for such defense.

• Following receipt of the Demand Letters, several of the D&O Claimants and WMI sought coverage for the Asserted Claim under the 2008-2009 Policies, asserting that the 2008-2009 Policies require the insurers thereunder (the “2008-2009 Insurers”) to provide insurance coverage to them in the event that “claims”, which include the Asserted Claim set forth in the Demand Letters, are made against them based upon alleged acts of such D&O Claimants in their capacities as directors or officers of WMI.

• If the Company elects not to compromise or defend the Asserted Claim, fails to notify the City of its election as herein provided or contests its obligation to provide indemnification under this Agreement, the City may pay, compromise or defend such Asserted claim with all reasonable costs and expenses borne by the Company.

• In response to the foregoing requests, the 2008-2009 Insurers denied coverage under the 2008-2009 Policies for the Asserted Claim.

• The Company may elect to compromise or defend, at its own expense and by its own counsel, any Asserted Claim.

• If an Indemnitee asserts a claim for indemnification hereunder in respect of an Asserted Claim as to which an action has been brought against the Indemnitee, the Indemnitee shall upon the written request of the Indemnitor, promptly implead, commence an action over or take such other comparable procedural step as may be available to the Indemnitee to make the Indemnitor party to such action.

More Definitions of Asserted Claim

Asserted Claim shall have the meaning set forth in Section 7.4(b).

Asserted Claim means any allegation, claim or complaint that is the result of, or in connection with, your exercise of your rights and/or carrying out of your obligations under this Agreement (including any claim associated with your operation of the Franchised Business or otherwise), or any default by you under this Agreement, notwithstanding any claim that any Franchisor Party was or may have been negligent.

Asserted Claim means a claim made by either Sears or JPMC prior to the Second Release Date alleging a breach by the other Party, after the date of this Amending Agreement, of any provision of any JPMC Agreement (including this Amending Agreement), provided that (1) the notice of such claim is given to the other Party in writing under Section 21 of this Amending Agreement, (2) such claim is asserted in good faith, and (3) such claim is asserted in writing with a reasonable amount of detail, including factual basis for such claim, that is known at the time, to support the allegation.

Asserted Claim and/or “Asserted Claims” means each claim of the patents-in-suit alleged or believed to be infringed, such as those identified by Plaintiff in its responses to Google's interrogatory no. 1. .

Asserted Claim and/or “Asserted Claims” means each claim of the patent-in-suit alleged or believed to be infringed, as identified by Plaintiff in its responses to Google's Interrogatory No. 2 and Yahoo’s Interrogatory No. 1.

Asserted Claim is as defined in Section 7.7(a).