Default Claim definition
Examples of Default Claim in a sentence
If Indemnifying Party does not make the election to defend an Indemnified Party, then such Indemnified Party may, upon five (5) days' written notice to Indemnifying Party, and at the expense of Indemnifying Party, proceed to handle such Alleged Default Claim and Indemnifying Party will be bound by any settlement that such Indemnified Party makes in good faith with respect to such Alleged Default Claim.
The Challenged Default Claim Notice shall describe in reasonable detail, with specific reference to the Claim of Default in question, the basis upon which the Corporation considers that an Event of Default has not occurred.
If the Indemnifying Party makes such election, it may conduct the defense of such Alleged Default Claim through counsel or representative of its choosing and will be responsible for the expenses of such defense.
So long as Indemnifying Party is diligently contesting any such Alleged Default Claim in good faith, Indemnifying Party may pay or settle such claim at its own expense.
Indemnifying Party will have the right, at its election, to take over the defense or settlement of such Alleged Default Claim by giving prompt written notice to the Indemnified Parties (but in no event later than five (5) Business Days prior to the time when an answer or other responsive pleading or notice with respect thereto is required).
Purchaser will promptly (but in no event later than ten (10) Business Days prior to the time in which an answer or other responsive pleading or notice with respect to an Alleged Default Claim is required) give the Indemnifying Party written notice of an Alleged Default Claim which is asserted for the first time after the Closing Date.
Indemnified Parties agree to cooperate in the defense of such Alleged Default Claim and will grant Indemnifying Party access to records, information and personnel which are pertinent to such defense.