Common use of Negotiation between the Parties Clause in Contracts

Negotiation between the Parties. The Seller and the Buyer shall negotiate in good faith during a period of one month from the date of receipt of the Claim Notification in an attempt to reach an agreement with respect to: (i) The existence of liability for breach of the Specific Warranties, and (ii) The amount of the Damages to be paid, where applicable, as a result of said liability. In the event that an agreement is not reached by the Parties, the Seller shall notify the Buyer in writing within five Business Days after the end of the negotiation period whether it rejects or accepts its liability and, in the latter case, the amount which it recognizes that must be paid. If the Seller does not give said notification, it shall be deemed to have rejected the Claim Notification in its entirety. In the event that the Seller recognizes liability in whole or in part, it shall pay the amount which it would have accepted within the period set forth in Clause 8.2 above, without prejudice to the Buyer’s right to demand the balance of its claim. Any Claim Notification shall (if it has not been previously satisfied, settled or withdrawn) be deemed to be irrevocably withdrawn six months after the notice is given, unless at the relevant time legal proceedings in respect of the claim have been commenced by being both issued and served.

Negotiation between the Parties. The Seller and the Buyer shall negotiate in good faith during a period of one month from the date of receipt of the Claim Notification in an attempt to reach an agreement with respect to: (i) The existence of liability for breach of the Specific Warranties, and (ii) The amount of the Damages to be paid, where applicable, as a result of said liability. In the event that an agreement is not reached by the Parties, the Seller shall notify the Buyer in writing within five Business Days after the end of the negotiation period whether it rejects or accepts its liability and, in the latter case, the amount which it recognizes that must be paid. If the Seller does not give said notification, it shall be deemed to have rejected the Claim Notification in its entirety. In the event that the Seller recognizes liability liability, in whole or in part, it shall pay the amount which it would have accepted within the period set forth in Clause 8.2 above, without prejudice to the Buyer’s right to demand the balance of its claim. Any Claim Notification shall (if it has not been previously satisfied, settled or withdrawn) be deemed to be irrevocably withdrawn six months after the notice is given, unless at the relevant time legal proceedings in respect of the claim have been commenced by being both issued and served.