Common use of Assistance for Third Party Claims Clause in Contracts

Assistance for Third Party Claims. The Indemnifier and the Indemnified Person shall make all reasonable efforts to make available to the Party which is undertaking and controlling the defence of any Third Party Claim (the "Defending Party"), (a) those employees whose assistance, testimony or presence is necessary to assist the Defending Party in evaluating and in defending any Third Party Claim; and (b) all documents, records and other materials in the possession of that Party reasonably required by the Defending Party for its use in defending any Third Party Claim, and shall otherwise co-operate in good faith with the Defending Party. The Indemnifier shall be responsible for all reasonable expenses associated with making those documents, records and materials available and for all reasonable expenses of any employees made available by the Indemnified Person to the Indemnifier hereunder.

Appears in 1 contract

Samples: Share Purchase Agreement

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Assistance for Third Party Claims. The Indemnifier and the Indemnified Person shall make all reasonable efforts to make available to the Party which is undertaking and controlling the defence of any Third Party Claim (the "Defending Party"), (a) those employees whose assistance, testimony or presence is necessary to assist the Defending Party in evaluating and in defending any Third Party Claim; and (b) all documents, records and other materials in the possession of that Party reasonably required by the Defending Party for its use in defending any Third Party Claim, and shall otherwise co-operate in good faith with the Defending Party. The Indemnifier shall be responsible for all reasonable expenses associated with making those documents, records and materials available and for all reasonable expenses of any employees made available by the Indemnified Person to the Indemnifier hereunder.

Appears in 1 contract

Samples: Trust Agreement (Mobivity Holdings Corp.)

Assistance for Third Party Claims. The Indemnifier and the Indemnified Person shall make all reasonable efforts to make available to the Party party which is undertaking and controlling the defence of any Third Party Claim (the "Defending Party"), (a) those employees whose assistance, testimony or presence is necessary to assist the Defending Party in evaluating and in defending any Third Party Claim; and (b) all documents, records and other materials in the possession of that Party party reasonably required by the Defending Party for its use in defending any Third Party Claim, ; and shall otherwise co-operate in good faith with the Defending Party. The Indemnifier shall be responsible for all reasonable expenses associated with making those documents, records and materials available and for all reasonable expenses of any employees made available by the Indemnified Person to the Indemnifier hereunder.

Appears in 1 contract

Samples: Share Purchase Agreement (Exterran Holdings Inc.)

Assistance for Third Party Claims. The Indemnifier and the Indemnified Person (and the Representative, where necessary and appropriate) shall make all reasonable efforts to make available to the Party which is undertaking and controlling the defence of any Third Party Claim (the "Defending Party"), (a) those employees whose assistance, testimony or presence is necessary to assist the Defending Party in evaluating and in defending any Third Party Claim; and (b) all documents, records and other materials in the possession of that Party reasonably required by the Defending Party for its use in defending any Third Party Claim, and shall otherwise co-operate in good faith with the Defending Party. The Indemnifier shall be responsible for all reasonable expenses associated with making those documents, records and materials available and for all reasonable expenses of any employees made available by the Indemnified Person to the Indemnifier hereunder.

Appears in 1 contract

Samples: Merger Agreement

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Assistance for Third Party Claims. The Indemnifier Indemnitor and the Indemnified Person shall make Indemnitee will use all reasonable efforts to make available to the Party which is undertaking and controlling the defence of any Third Party Claim (the "Defending Party"), (a) those employees and other persons whose assistance, testimony or presence is necessary to assist the Defending Party in evaluating and in defending any Third Party Claim; and (b) all documents, records and other materials in the possession of that such Party reasonably required by the Defending Party for its use in defending any Third Party Claim, and shall otherwise co-operate in good faith cooperate with the Defending Party. The Indemnifier Indemnitor shall be responsible for all reasonable expenses associated with making those such documents, records and materials available and for all reasonable expenses of any employees or other persons made available by the Indemnified Person Indemnitee to the Indemnifier Indemnitor hereunder.

Appears in 1 contract

Samples: Share Purchase Agreement (Activecore Technologies Inc)

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