Failure to Deliver Notice. The delay or failure to provide such Claim Notice to the Indemnifying Person will not affect the rights or remedies of any Indemnified Person to receive indemnification for Losses or alter or relieve the Indemnifying Person of its obligations to indemnify for Losses, unless (i) such Claim Notice is delivered after the expiration of the applicable survival period (in which case the Indemnifying Person has no obligation to indemnify), or (ii) as a result of a material delay, the Indemnifying Person is materially prejudiced.
Appears in 5 contracts
Samples: Share Purchase Agreement (Stereotaxis, Inc.), Merger Agreement (Universal Security Instruments Inc), Membership Interest Purchase Agreement (Universal Security Instruments Inc)
Failure to Deliver Notice. The delay or failure to provide such Claim Notice to the Indemnifying Person (or the Stockholder Representative on behalf of the Converting Holders) will not affect the rights or remedies of any Indemnified Person to receive indemnification for Losses or alter or relieve the Indemnifying Person of its obligations to indemnify for Losses, unless (i) such Claim Notice is delivered after the expiration of the applicable survival period (in which case the Indemnifying Person has no obligation to indemnify), or (ii) as a result of a material delay, the Indemnifying Person is materially prejudiced.
Appears in 1 contract
Samples: Merger Agreement (Universal Security Instruments Inc)