Common use of Notice of Asserted Liability Clause in Contracts

Notice of Asserted Liability. Promptly after receipt by an indemnified party hereunder of notice of any demand, claim or circumstances which, with or without the lapse of time, would give rise to a claim or the commencement (or threatened commencement) of any action, proceeding or investigation (an "Asserted Liability") that may result in a loss subject to indemnification under this Agreement, such indemnified party shall give notice thereof (the "Claims Notice") to the indemnifying party. The Claims Notice shall describe the Asserted Liability in reasonable detail and shall indicate the amount (estimated, if necessary) of the loss that has been or may be suffered by such indemnified party.

Appears in 3 contracts

Samples: Acquisition Agreement (Sykes Healthplan Services Inc), Stock Purchase Agreement (Medirisk Inc), Stock Purchase Agreement (Medirisk Inc)

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Notice of Asserted Liability. Promptly after receipt by an indemnified Each party hereunder of seeking indemnification shall promptly give notice to the party from whom indemnification is sought (each such notice, a "Claims Notice") of any demand, claim or circumstances whichcircumstance which gives rise, or with or without the lapse of time, time would or might give rise to a claim or the commencement (or threatened commencement) of any action, proceeding or investigation that may result in any losses (an "Asserted Liability") that may result in a loss subject ), without regard to limitations on indemnification under this Agreement, such indemnified party shall give notice thereof (the "Claims Notice") to the indemnifying partyset forth above. The Claims Notice shall describe the Asserted Liability in reasonable detail detail, and shall indicate the amount (estimated, if necessary, and to the extent feasible) of the loss losses that has have been or may be suffered by such indemnified partyan Indemnified Party.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Artra Group Inc), Stock Purchase Agreement (Spectrum Information Technologies Inc), Stock Purchase Agreement (Lori Corp)

Notice of Asserted Liability. Promptly after receipt by an indemnified The Indemnified Party shall promptly give notice (the "Claims Notice") to the party hereunder or parties required to pay any amount in respect of notice Losses under Sections 9.2 or 9.3 (collectively, the "Indemnifying Party") of any demand, claim or circumstances whichthat in good faith it or he believes gives rise, or with or without the lapse of time, time would or might give rise to a claim or the commencement (or threatened commencement) of any action, proceeding or investigation that may result in any Losses (an "Asserted Liability") that may result in a loss subject to indemnification under this Agreement, such indemnified party shall give notice thereof (the "Claims Notice") to the indemnifying party). The Claims Notice shall describe the Asserted Liability in reasonable detail and detail, shall indicate the amount (estimated, if necessary, and to the extent feasible) of the loss Losses that has have been or may be suffered by such indemnified partyan Indemnified Party.

Appears in 1 contract

Samples: Stock Purchase Agreement (GSV Inc)

Notice of Asserted Liability. Promptly after receipt by an indemnified party hereunder Buyer or Seller of notice of any demand, claim or circumstances whichthat, with or without the lapse of time, would give rise to a claim or the commencement (or threatened commencement) of any action, proceeding or investigation that may result in a Loss for which indemnification is or may be available under this Article XI (an "Asserted Liability") that may result in a loss subject to indemnification under this Agreement), such the indemnified party shall give notice thereof (the "Claims Notice") to the indemnifying other party. The Claims Notice shall describe the Asserted Liability in reasonable detail detail, and shall indicate the amount (estimated, if necessary) of the loss Loss that has been or may be suffered by such the indemnified party.

Appears in 1 contract

Samples: Stock Purchase Agreement (Guaranty National Corp)

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Notice of Asserted Liability. Promptly after receipt by an indemnified party hereunder of notice of any demand, claim or circumstances which, with or without the lapse of time, would give rise to a claim or the commencement (or threatened commencement) of any action, proceeding or investigation (an "Asserted Liability") that may result in a loss subject to indemnification under this AgreementLoss, such indemnified party shall give written notice thereof (the "Claims Notice") to the indemnifying party. The Claims Notice shall describe the 145 162 Asserted Liability in reasonable detail and shall indicate the amount (estimated, if necessary) of the loss Loss that has been or may be suffered by such indemnified party.

Appears in 1 contract

Samples: Asset Transfer and Acquisition Agreement (Mony Group Inc)

Notice of Asserted Liability. Promptly after receipt by an indemnified party hereunder of notice of any demand, claim or circumstances which, with or without the lapse of time, would give rise to a claim or the commencement (or threatened commencement) of any action, proceeding or investigation (an "Asserted Liability") that may result in a loss subject to indemnification under this AgreementLoss, such indemnified party shall give written notice thereof (the "Claims Notice") to the indemnifying party. The Claims Notice shall describe the Asserted Liability in reasonable detail and shall indicate the amount (estimated, if necessary) of the loss Loss that has been or may be suffered by such indemnified party.

Appears in 1 contract

Samples: Asset Transfer and Acquisition Agreement (Mony Holdings LLC)

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