Common use of Claims for Indemnity Clause in Contracts

Claims for Indemnity. (a) A claim for indemnity shall be made by the claiming party at any time prior to the applicable Claim Limitation Anniversary (as defined below) by the giving of written notice thereof to the other party. Such written notice shall set forth in reasonable detail the basis upon which such claim for indemnity is made. In the event that any bona fide claim is made within such period, the indemnity relating to such claim shall survive until such claim is resolved. No claim for indemnity under Section 4.1 or Section 4.2 may be made at any time at or after the date eighteen (18) months following the Effective Time (excluding claims for indemnity with respect to the covenants contained in Section 1.5(e), Section 7.10(b), Section 7.10(c), Section 7.11 and Section 7.12 (collectively, the “FDIC Covenants”), as such claims may be made until February 19, 2020, claims for indemnity with respect to the representations and warranties contained in Section 5.7, and Section 5.15, as such claims may be made for the applicable statute of limitations period, and claims for indemnity with respect to the representations and warranties contained in Section 5.11, as such claims may be made until February 19, 2020 and no indemnity for claims under Section 4.1 or Section 4.2 shall be available thereafter in accordance with the provisions of this Article IV. The applicable claim limitation period, as provided in the preceding sentence, is hereby referred to as the “Claim Limitation Anniversary.”

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Green Bancorp, Inc.), Purchase and Assumption Agreement (Green Bancorp, Inc.)

AutoNDA by SimpleDocs

Claims for Indemnity. (a) A claim for indemnity shall be made by the claiming party at any time prior to the applicable Claim Limitation Anniversary (as defined below) by the giving of written notice thereof to the other party. Such written notice shall set forth in reasonable detail the basis upon which such claim for indemnity is made. In the event that any bona fide claim is made within such period, the indemnity relating to such claim shall survive until such claim is resolved. No claim for indemnity under Section 4.1 or Section 4.2 may be made at any time at or after the date eighteen (18) months following first anniversary of the Effective Time (excluding claims for indemnity with respect to the covenants contained in Section 1.5(e), Section 7.10(b), Section 7.10(c), Section 7.11 and Section 7.12 (collectively, the “FDIC Covenants”), as such claims may be made until February 19, 2020, claims for indemnity with respect to 1) the representations and warranties contained in Section 5.76.3 or Section 7.3, and Section 5.15, as such claims which may be made for until the applicable statute sixth anniversary of limitations periodthe Effective Time, and claims for indemnity with respect to (2) the representations and warranties contained in Section 5.116.14, as such claims which may be made until February 19at any time up to the date ending thirty (30) days after the applicable statutes of limitations with respect thereto, 2020 and (3) Section 5.1(c), Section 5.1(d), or Section 5.2(c), which may be made at any time after the Effective Time), and no indemnity for claims under Section 4.1 or Section 4.2 shall be available thereafter in accordance with the provisions of this Article IV. V. The applicable claim limitation period, as provided in the preceding sentence, is hereby referred to as the “Claim Limitation AnniversaryCLAIM LIMITATION ANNIVERSARY.”

Appears in 2 contracts

Samples: Purchase and Assumption Agreement, Purchase and Assumption Agreement (Bryn Mawr Bank Corp)

Claims for Indemnity. (a) A claim for indemnity shall be made by the claiming party at any time prior to the applicable Claim Limitation Anniversary (as defined below) by the giving of written notice thereof to the other partyparty or, in the case of Seller, to Parent. Such written notice shall set forth in reasonable detail the basis upon which such claim for indemnity is made. In the event that any bona fide claim is made within such period, the indemnity relating to such claim shall survive until such claim is resolved. No claim for indemnity under Section 4.1 or Section 4.2 may be made at any time at or after the date eighteen (18) months following first anniversary of the Effective Time (excluding claims for indemnity with respect to the covenants contained in Section 1.5(e), Section 7.10(b), Section 7.10(c), Section 7.11 and Section 7.12 (collectively, the “FDIC Covenants”), as such claims may be made until February 19, 2020, claims for indemnity with respect to 1) the representations and warranties contained in Section 5.76.3 or Section 7.3, and Section 5.15, as such claims which may be made for until the applicable statute sixth anniversary of limitations periodthe Effective Time, and claims for indemnity with respect to (2) the representations and warranties contained in Section 5.116.14, as such claims which may be made until February 19at any time up to the date ending thirty (30) days after the applicable statutes of limitations with respect thereto and (3) Section 5.1(c), 2020 Section 5.1(d), or Section 5.2(c), which may be made at any time after the Effective Time) and no indemnity for claims under Section 4.1 or Section 4.2 shall be available thereafter in accordance with the provisions of this Article IV. V. The applicable claim limitation period, as provided in the preceding sentence, is hereby referred to as the “Claim Limitation Anniversary"CLAIM LIMITATION ANNIVERSARY."

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Bay View Capital Corp), Purchase and Assumption Agreement (Bay View Capital Corp)

Claims for Indemnity. (a) A claim for indemnity shall be made by the claiming party at any time prior to the applicable Claim Limitation Anniversary (as defined below) by the giving of written notice thereof to the other party. Such written notice shall set forth in reasonable detail the basis upon which such claim for indemnity is made. In the event that any bona fide claim is made within such period, the indemnity relating to such claim shall survive until such claim is resolved. No claim for indemnity under Section 4.1 or Section 4.2 may be made at any time at or after the date eighteen (18) months following -month anniversary of the Effective Time (excluding claims for indemnity with respect to the covenants contained in Section 1.5(e), Section 7.10(b), Section 7.10(c), Section 7.11 and Section 7.12 (collectively, the “FDIC Covenants”), as such claims may be made until February 19, 2020, claims for indemnity with respect to i) the representations and warranties contained in Section 5.76.3 of Schedule 6.0, and Section 5.15, as such claims which may be made for a period of five (5) years after the applicable statute of limitations periodEffective Time, and claims for indemnity with respect to (ii) the representations and warranties contained in Section 5.116.14 of Schedule 6.0, as such claims which may be made until February 19at any time up to the date ending thirty (30) days after the applicable statutes of limitations with respect thereto and (iii) Excluded Liabilities, 2020 which may be made at any time after the Effective Time, and (iv) clause (e) of Section 5.1, which may be made at any time prior to the expiration of the applicable statutes of limitations) and no indemnity for claims under Section 4.1 or Section 4.2 shall be available thereafter therefor in accordance with the provisions of this Article IV. V. The applicable claim limitation period, as provided in the preceding sentence, is hereby referred to as the "Claim Limitation Anniversary."

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Floridafirst Bancorp Inc)

AutoNDA by SimpleDocs

Claims for Indemnity. (a) A claim for indemnity shall be made by the claiming party at any time prior to the applicable Claim Limitation Anniversary (as defined below) by the giving of written notice thereof to the other party. Such written notice shall set forth in reasonable detail the basis upon which such claim for indemnity is made. In the event that any bona fide claim is made within such period, the indemnity relating to such claim shall survive until such claim is resolved. No claim for indemnity under Section 4.1 or Section 4.2 may be made at any time at or after the date eighteen (18) months following -month anniversary of the Effective Time (excluding claims for indemnity with respect to the covenants contained in Section 1.5(e), Section 7.10(b), Section 7.10(c), Section 7.11 and Section 7.12 (collectively, the “FDIC Covenants”), as such claims may be made until February 19, 2020, claims for indemnity with respect to i) the representations and warranties contained in Section 5.76.3, and Section 5.15, as such claims which may be made for a period of five (5) years after the applicable statute of limitations periodEffective Time, and claims for indemnity with respect to (ii) the representations and warranties contained in Section 5.116.14, as such claims which may be made until February 19at any time up to the date ending thirty (30) days after the applicable statutes of limitations with respect thereto and (iii) Excluded Liabilities, 2020 which may be made at any time after the Effective Time) and no indemnity for claims under Section 4.1 or Section 4.2 shall be available thereafter therefor in accordance with the provisions of this Article IV. V. The applicable claim limitation period, as provided in the preceding sentence, is hereby referred to as the "Claim Limitation Anniversary."

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Huntington Bancshares Inc/Md)

Time is Money Join Law Insider Premium to draft better contracts faster.