Common use of Satisfaction of Claims Clause in Contracts

Satisfaction of Claims. (a) The Shareholders and DoveBid agree that any Claim for indemnification under Section 8.2(a) may at the election of DoveBid be satisfied by either: (i) retaining any Escrow Shares (as defined under the NLA Purchase Agreement) held under the NLA Purchase Agreement subject to the right of the Shareholders to promptly satisfy such Claims by paying cash to DoveBid in the full amount of such Claim within twenty (20) days of resolution of such Claim; or (ii) through the payment of cash or other property or assets to DoveBid by the Shareholders. To the extent that DoveBid elects to satisfy any Claim for indemnification under this Article VIII by retaining Escrow Shares and the Shareholders do not timely fully pay such Claim in cash, then such shares shall be valued at a price of $10.50 per share (subject to proportional adjustment for any stock splits, stock combinations, recapitalizations or like events) for purposes of satisfying such Claim regardless of whether the actual market price of DoveBid common stock is higher or lower, and in such event DoveBid shall not have the right to recover any deficiency and the Shareholders will not have the right to recover any excess. Claims for indemnification under Section 8.2(b) shall be satisfied by DoveBid by payment of cash.

Satisfaction of Claims. (a) The Principal Shareholders and DoveBid agree that any Claim for indemnification under Section 8.2(a) may at the election of DoveBid be satisfied by either: (i) retaining any Escrow Shares (as defined under the NLA Purchase Agreement) held under the NLA Purchase Agreement Shares, subject to the right of the Principal Shareholders to promptly satisfy such Claims by paying cash to DoveBid in the full amount of such Claim within twenty (20) days of resolution of such Claim; or (ii) through the payment of cash or other property or assets to DoveBid by the Shareholderssuch Principal Shareholder. To the extent that DoveBid elects to satisfy any Claim for indemnification under this Article VIII by retaining Escrow Shares and the Principal Shareholders do not timely fully pay such Claim in cash, then such shares shall be valued at a price of $10.50 per share (subject to proportional adjustment for any stock splits, stock combinations, recapitalizations or like events) for purposes of satisfying such Claim regardless of whether the actual market price of DoveBid common stock is higher or lower, and in such event DoveBid shall not have the right to recover any deficiency and the Principal Shareholders will not have the right to recover any excess. Claims for indemnification under Section 8.2(b) shall be satisfied by DoveBid by payment of cash.