Common use of Claim Notices; Matters Involving Third Parties Clause in Contracts

Claim Notices; Matters Involving Third Parties. (a) In order to seek a claim for indemnification under this Article IX, an Indemnified Party shall deliver to the applicable Indemnifying Party a notice of the applicable Liability for which indemnification is being sought hereunder (a “Claim Notice”), with such Claim Notice containing the details as to such Liability (and the particular provision of this Article IX on which the Indemnified Party is relying) that are known to the Indemnified Party as of such time, with such Claim Notice as to any Third-Party Claim to be delivered promptly (but in any event within ten Business Days after such Indemnified Party becomes aware of the Liability that is subject to indemnification hereunder); provided, however, that no delay on the part of the Indemnified Party in delivering any Claim Notice shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby materially prejudiced. For the avoidance of doubt, the Parties acknowledge and agree that any Claim Notice delivered hereunder to Sellers, as the Indemnifying Party, shall be sufficient if delivered to the Seller Representative.

Appears in 3 contracts

Samples: Interest Purchase Agreement (Energy 11, L.P.), Interest Purchase Agreement (Energy 11, L.P.), Interest Purchase Agreement (Energy 11, L.P.)

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Claim Notices; Matters Involving Third Parties. (a) In order to seek a claim for indemnification under this Article IX, an Indemnified Party shall deliver to the applicable Indemnifying Party a notice of the applicable Liability for which indemnification is being sought hereunder (a “Claim Notice”), with such Claim Notice containing the details as to such Liability (and the particular provision of this Article IX on which the Indemnified Party is relying) that are known to the Indemnified Party as of such time, with such Claim Notice as to any Third-Party Claim to be delivered promptly (but in any event within ten Business Days after such Indemnified Party becomes aware of the Liability that is subject to indemnification hereunder); provided, however, that no delay on the part of the Indemnified Party in delivering any Claim Notice shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby materially prejudiced. For the avoidance of doubt, the Parties acknowledge and agree that any Claim Notice delivered hereunder to Sellers, as the Indemnifying Party, shall be sufficient if delivered to the Seller Representative.

Appears in 1 contract

Samples: Interest Purchase Agreement (Natural Resource Partners Lp)

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Claim Notices; Matters Involving Third Parties. (a) In order to seek a claim for indemnification under this Article IX, an Indemnified Party shall deliver to the applicable Indemnifying Party a notice of the applicable Liability for which indemnification is being sought hereunder (a “Claim Notice”), with such Claim Notice containing the details as to such Liability (and the particular provision of this Article IX on which the Indemnified Party is relying) that are known to the Indemnified Party as of such time, with such Claim Notice as to any Third-Party Claim to be delivered promptly (but in any event within ten Business Days after such Indemnified Party becomes aware of the Liability that is subject to indemnification hereunder); provided, however, that no delay on the part of the Indemnified Party in delivering any Claim Notice shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby materially prejudiced. For the avoidance of doubt, the Parties acknowledge and agree that any Claim Notice delivered hereunder to Sellers, as the Indemnifying Party, shall be sufficient if delivered to the Seller Representative.

Appears in 1 contract

Samples: Interest Purchase Agreement (Energy 11, L.P.)

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