Notice and Process Clause Samples

Notice and Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail, or in the event that we do not have a physical address on file for you, by email (the “notice’). The Company’s address for notice is: MOBIT Technologies Ltd, Attn: General Counsel, ▇.▇. ▇▇▇ ▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇. The notice must describe the nature and basis of the claim or dispute and set out the specific relief sought (“demand”). We agree to use “good-faith” efforts to resolve the claim directly, but if we do not reach an agreement within 30 days after the notice is received, you or the Company may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or the Company shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. In the event our dispute is finally resolved through arbitration in your favor, the Company shall pay you (1) the amount awarded by the arbitrator, if any, (2) the last written settlement amount offered by the Company in settlement of the dispute prior to the arbitrator’s award; or (3) US$100.00, whichever is greater. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law. Except as required to enforce the arbitrator’s decision and award, neither you nor the Company shall make any public announcement or public comment or originate any publicity concerning the arbitration, including, but not limited to, the fact that the parties are in dispute, the existence of the arbitration, or any decision or award of the arbitrator. 1 ▇▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇.▇▇/

Notice and Process. The Licensee shall immediately notify the Licensor of any such claim and shall keep the Licensor informed of the action taken by the Licensee in connection with the indemnification provision of Section 14.1. Any settlement of a claim must be approved in writing by the Licensor prior to the execution of any settlement agreement, where such approval shall not be unreasonable withheld or delayed so long as (i) such settlement is a cash settlement fully paid by Licensee and (ii) requires no admission of liability or restriction or action by Licensor. Licensor shall have the right to defend any claim for which indemnification is provided under Section 14.1 above and be indemnified by Licensee as provided in such Section. Licensee shall cooperate with Licensor in connection with any such claim defended by L▇▇▇▇▇▇▇, as and to the extent requested by Licensor. Alternatively, if Licensor elects, in its sole discretion, to permit Licensee to defend any claim for which indemnification is provided under Section 14.1 above, then (i) Licensee agrees promptly to notify and keep Licensor fully advised with respect to such claim and the progress of any suit relating thereto; (ii) Licensor shall have right to approve any attorney selected by Licensee to defend such claim, which approval shall not be unreasonably withheld or delayed, and (iii) Licensee shall not settle such claim or suit without the prior written approval of Licensor, which shall not be unreasonably withheld; provided, however, that if at any time Licensee fails to actively and in good faith defend such claim, then Licensor may, upon written notice to Licensee, assume control of such defense (and in connection therewith be indemnified by Licensee as provided in Section 14.1 above).

Notice and Process. If the School introduces or intends to introduce a measure, policy, practice or change that affects the terms, conditions or security of employment of a significant number of its employees covered by this collective agreement: (a) the School shall give notice to the Union at least 60 (sixty) days before the date on which the measure, policy, practice or change is to be effected, and (b) after notice has been given, the School and Union shall meet, in good faith, and endeavour to develop an adjustment plan, which may include provisions respecting any of the following: (1) consideration of alternatives to the proposed measure, policy, practice or change, including amendment of provisions in the collective agreement; (2) human resource planning and employee counselling and retraining; (3) notice of termination; (4) severance pay; (5) entitlement to pension and other benefits including early retirement benefits; (6) a bipartite process for overseeing the implementation of the adjustment plan.

Notice and Process. A party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to CXM must be addressed to: ConnexMarkets, Inc., ▇▇ ▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought. If Borrower and CXM do not reach an agreement to resolve the claim within thirty (30) days after the Notice is received, either Borrower or CXM may commence an arbitration proceeding in accordance with this Section 11.

Notice and Process. If by reason of the claim of any third person relating to any of the matters as to which either Seller or Buyer have an obligation to indemnify any Seller Indemnified Parties or Buyer Indemnified Parties pursuant to this Agreement, a lien, attachment, garnishment or execution is placed upon any of the property or assets of any Seller Indemnified Party or Buyer Indemnified Party, then the indemnifying party shall also, promptly upon demand, furnish an indemnity bond or take other actions satisfactory to the indemnified party to obtain the prompt release of such lien, attachment, garnishment or execution. If the facts giving rise to any such indemnification shall involve any actual claim or demand by any third person against a Seller Indemnified Party or a Buyer Indemnified Party, the indemnifying party shall be entitled to notice of and shall at the election of a Seller Indemnified Party or a Buyer Indemnified Party (without prejudice to the right of any Seller Indemnified Party or Buyer Indemnified Party to fully participate at the indemnifying party’s expense through counsel of its own choosing) defend or prosecute such claim at the indemnifying party’s expense and through counsel of the indemnifying party’s own choosing, as reasonably approved by the Seller Indemnified Party or Buyer Indemnified Party; provided, however, that if the defendants in any action shall include both the indemnifying party and an indemnified party, and the indemnified party shall have reasonably concluded that counsel selected by the indemnifying party has a conflict of interest because of the availability of different or additional defenses to the indemnified party, each indemnified party shall have the right to select separate counsel to participate in the defense of such action on its behalf, at the expense of the indemnifying party. The Seller Indemnified Party or Buyer Indemnified Party shall cooperate fully in the defense of such claim and shall make available to the indemnifying party pertinent information under its control relating thereto, but shall be entitled to be reimbursed, as provided in this paragraph, for all reasonable costs and expense incurred by it in connection therewith.

Notice and Process. A party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Lendingfax should be sent to ▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). If you and Lendingfax do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Lendingfax may commence an arbitration proceeding.

Notice and Process. Upon written notice by the City, the Design-Builder shall, and shall cause its Subcontractors to, promptly (in no event later than 15 days following the notice) make available at its office at all reasonable times the Books and Records for examination, audit, or reproduction. Notice shall be in writing, delivered by hand or by certified mail, and shall provide not fewer than five days’ prior notice of the examination or audit. The City may take possession of such Books and Records by reproducing such Books and Records for off-site review or audit. When requested in the City’s written notice of examination or audit, the Design-Builder shall provide the City with copies of electronic and electronically stored Books and Records in a reasonably usable format that allows the City to access and analyze all such Books and Records. For Books and Records that require proprietary software to access and analyze, the Design-Builder shall provide the City with two licenses with maintenance agreements authorizing the City to access and analyze all such Books and Records. If the Design-Builder is unable to provide the licenses, the Design-Builder shall provide the City with access to the Design-Builder’s accounting system whereby the City can obtain applicable Books and Records, including job cost reports, material distribution reports, labor cost reports, labor productivity reports, standard time/overtime analysis reports, man-hour reports, and the like.

Notice and Process. Legend: *** Indicates confidential material that has been: (i) omitted pursuant to a Request for Confidential Treatment and (ii) filed separately with the Securities and Exchange Commission.

Notice and Process. Once the party entitled to indemnification under this Article 9 receives notice of a Loss for which such party will seek indemnification from the other party, the indemnified party will promptly notify the other party in writing. Such notice will describe any matters related to or with respect to the Loss of which the indemnified party has knowledge. However, failure to notify the indemnifying party of such a Loss will not relieve the indemnifying party of its obligations under this Article 9, except to the extent that the indemnifying party is prejudiced by such failure. The indemnified party will give the indemnifying party the opportunity to control the response to the Loss, and any defense thereof, including without limitation, any agreement related to the settlement thereof; provided, however, that the indemnified party may participate, at its own expense, in any defense and any settlement, directly or through counsel of its choice. As soon as reasonably practicable after receiving written notice of the Loss, the indemnifying party will notify the indemnified party in writing as to whether the indemnifying party elects to assume control of the response, or any defense or settlement related to such Loss. If the indemnifying party elects not to assume such control, the indemnified party will have the right to respond to, defend, or settle the Loss as it may deem appropriate, at the cost and expense of the indemnifying party, which will promptly reimburse the indemnified party for such costs, expenses, and settlement amounts.