Assignment of Claims. If an Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim pursuant to Clause 12 and the Indemnified Party could have recovered all or part of such Claim from a third party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Joint Venture Formation Agreement (Dow Chemical Co /De/)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 7.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Equity Purchase Agreement (Wireless Facilities Inc)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 11.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “"Potential Contributor”") based on the underlying Claim asserted against the Indemnifying Indemnified Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Stock Purchase Agreement (Borg Warner Security Corp)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 9.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Losses pursuant to Clause 12 Section 9.02 or Section 9.03 and the Indemnified Party could have recovered all or a part of such Claim Losses from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor such third party as are necessary to permit the Indemnifying Party to recover from the Potential Contributor such third party the amount of such payment.
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Samples: Share Purchase Agreement (Comverse Technology Inc/Ny/)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 11.2 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Stock Purchase Agreement (Imperial Tobacco Group PLC)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 11.2 and the Indemnified Party could have recovered all or a part of such Claim those Damages from a third party (each, a “Potential Contributor”"POTENTIAL CONTRIBUTOR") based on the underlying Claim asserted against the Indemnifying Party, the Indemnified Party shall assign such those of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such that payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 12.2 and the Indemnified Party potentially could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party), the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Share Purchase Agreement (Calumet Specialty Products Partners, L.P.)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 8.1 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 7.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party Third Party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Asset Purchase and Exclusive License Agreement (Arrowhead Research Corp)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party actually in respect of any Claim Damages pursuant to Clause 12 Section 10.2 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “"Potential Contributor”") based on the underlying Claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Stock Purchase Agreement (Sigmatron International Inc)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 5.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Transaction Agreement (OneMain Financial Holdings, Inc.)
Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 12.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 8.6 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 13.02 and the Indemnified Party potentially could have recovered all or a part of such Claim Damages from a non-affiliated third party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party), the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 7.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 9.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an any Indemnified Party receives any indemnification payment from an Indemnifying Party in respect of any Claim pursuant to Clause 12 this Article XI and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, at the election of the Indemnitor, such Indemnified Party shall assign such to the Indemnitor all of its rights to proceed claims for recovery against the any Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such paymentDamages, whether by insurance coverage, contribution claims, subrogation or otherwise.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 7.2 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party Third Person (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Assignment of Claims. If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 11.02 and the Indemnified Party could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim claim asserted against the Indemnifying Party, the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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Samples: Membership Interest Purchase Agreement (NGL Energy Partners LP)
Assignment of Claims. (a) If an the Indemnified Party receives any payment from an Indemnifying Party in respect of any Claim Damages pursuant to Clause 12 Section 10.2 and the Indemnified Party potentially could have recovered all or a part of such Claim Damages from a third party (a “Potential Contributor”) based on the underlying Claim asserted against the Indemnifying Party), the Indemnified Party shall assign such of its rights to proceed against the Potential Contributor as are necessary to permit the Indemnifying Party to recover from the Potential Contributor the amount of such payment.
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