Common use of Indemnification Notice Clause in Contracts

Indemnification Notice. Each Party entitled to indemnification pursuant to Section 8.1 or Section 8.2 (“Indemnified Party”) who determines that an event has occurred giving rise (or which may give rise) to a right of indemnification hereunder in favor of such Indemnified Party (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought (the “Indemnifying Party”) in writing of such Indemnity Claim (a “Claim Notice”) describing in reasonable detail the facts giving rise to the claim for indemnification hereunder and shall include in such Claim Notice (if then known) the amount or the method of computation of the amount of such Indemnity Claim; provided, however, the failure of any Indemnified Party to give timely notice thereof shall not affect any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunder, except to the extent the Indemnifying Party is materially prejudiced by such failure.

Indemnification Notice. Each Party If any person entitled to indemnification pursuant to Section 8.1 or Section 8.2 this Article VIII (the “Indemnified Party”) who determines asserts that an event has occurred giving rise (or which may give rise) to a right of indemnification hereunder in favor of such Indemnified Party (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought either party hereto (the “Indemnifying Party”) in writing has become obligated to indemnify pursuant to this Article VIII, or if any action, suit, investigation, claim or proceeding is begun, made or instituted as a result of such Indemnity Claim (which the Indemnifying Party may become obligated to the Indemnified Party hereunder, the Indemnified Party shall give written notice to the Indemnifying Party within a “Claim Notice”) describing sufficiently prompt time to avoid prejudice, to the Indemnifying Party specifying in reasonable detail the facts giving rise upon which the claimed right to indemnification is based. Failure to provide such notice in a timely manner shall not be deemed a waiver of the claim for Indemnified Party’s right to indemnification hereunder and shall include in connection with such Claim Notice (if then known) the amount or the method of computation of claim, but the amount of such Indemnity Claim; provided, however, reimbursement to which the failure of any Indemnified Party to give is entitled shall be reduced by the amount, if any, by which the Indemnified Party’s losses would have been less had such notice been timely notice thereof shall not affect any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunder, except to the extent the Indemnifying Party is materially prejudiced by such failuredelivered.

Indemnification Notice. Each Promptly upon obtaining knowledge of any claim, event, fact or demand which gives rise to, or is reasonably expected to give rise to, a claim for indemnification hereunder, any Party entitled to seeking indemnification pursuant to Section 8.1 or Section 8.2 under this Article X (an “Indemnified Party”) who determines that an event has occurred giving rise shall give written notice of such claim or demand (or which may give rise“Notice of Claim”) to a right of the Party from which indemnification hereunder in favor of such Indemnified Party is sought (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought (the “Indemnifying Party”) in writing of such Indemnity Claim (a “Claim Notice”) describing in reasonable detail the facts giving rise to the claim for indemnification hereunder and shall include in such Claim Notice (if then known) the amount or the method of computation of ), setting forth the amount of the claim, if known. The Indemnified Party shall furnish to the Indemnifying Party, in reasonable detail, such Indemnity Claim; provided, however, the failure information as it may have with respect to such indemnification claim (including copies of any summons, complaint or other pleading which may have been served on it and any written claim, demand, invoice, billing or other document evidencing or asserting the same). No failure or delay by the Indemnified Party to give timely notice thereof in the performance of the foregoing shall not reduce or otherwise affect the obligation of any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunderto indemnify, defend and hold the Indemnified Party harmless, except to the extent that such failure or delay shall have adversely affected the Indemnifying Party’s ability to defend against, settle, mitigate or satisfy any Loss for which the Indemnified Party is materially prejudiced by such failureentitled to indemnification hereunder.

Indemnification Notice. Each Party entitled to Promptly upon obtaining knowledge of any claim, event, statements of facts or demand which has given rise to, or could reasonably give rise to, a claim for indemnification pursuant to Section 8.1 or Section 8.2 hereunder, any party seeking indemnification under this Article XIII (an “Indemnified Party”) who determines that an event has occurred giving rise shall give written notice of such claim or demand (or which may give rise“Notice of Claim”) to a right of the party from which indemnification hereunder in favor of such Indemnified Party is sought (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought (the “Indemnifying Party”) in writing of such Indemnity Claim (), with a “Claim Notice”) describing in reasonable detail the facts giving rise copy to the claim for indemnification hereunder and shall include in such Claim Notice (if then known) the amount or the method guarantors of computation of this Agreement, setting forth the amount of the claim. The Indemnified Party shall furnish to the Indemnifying Party, in reasonable detail, such Indemnity Claim; provided, however, the failure information as it may have with respect to such indemnification claim (including copies of any summons, complaint or other pleading which may have been served on it and any written claim, demand, invoice, billing or other document evidencing or asserting the same). No failure or delay by the Indemnified Party to give timely notice thereof in the performance of the foregoing shall not reduce or otherwise affect the obligation of any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunderto indemnify and hold the Indemnified Party harmless, except to the extent that such failure or delay shall have adversely affected the Indemnifying Party’s ability to defend against, settle or satisfy any liability, damage, loss, claim or demand for which the Indemnified Party is materially prejudiced by such failureentitled to indemnification hereunder.

Indemnification Notice. Each Party entitled to Promptly upon obtaining knowledge of any claim, event, statements of facts or demand which has given rise to, or could reasonably give rise to, a claim for indemnification pursuant to Section 8.1 or Section 8.2 hereunder, any party seeking indemnification under this Article XIII (an “Indemnified Party”) who determines that an event has occurred giving rise shall give written notice of such claim or demand (or which may give rise“Notice of Claim”) to a right of the party from which indemnification hereunder in favor of such Indemnified Party is sought (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought (the “Indemnifying Party”) in writing of such Indemnity Claim (), with a “Claim Notice”) describing in reasonable detail the facts giving rise copy to the claim for indemnification hereunder and shall include in such Claim Notice (if then known) the amount or the method guarantor of computation of this Agreement, setting forth the amount of the claim. The Indemnified Party shall furnish to the Indemnifying Party, in reasonable detail, such Indemnity Claim; provided, however, the failure information as it may have with respect to such indemnification claim (including copies of any summons, complaint or other pleading which may have been served on it and any written claim, demand, invoice, billing or other document evidencing or asserting the same). No failure or delay by the Indemnified Party to give timely notice thereof in the performance of the foregoing shall not reduce or otherwise affect the obligation of any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunderto indemnify and hold the Indemnified Party harmless, except to the extent that such failure or delay shall have adversely affected the Indemnifying Party’s ability to defend against, settle or satisfy any liability, damage, loss, claim or demand for which the Indemnified Party is materially prejudiced by such failureentitled to indemnification hereunder.

Indemnification Notice. Each Party entitled to indemnification pursuant to Section 8.1 9.1 or Section 8.2 9.2 (“Indemnified Party”) who determines that an event has occurred giving rise (or which may give rise) to a right of indemnification hereunder in favor of such Indemnified Party (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought (the “Indemnifying Party”) in writing of such Indemnity Claim (a “Claim Notice”) describing in reasonable detail the facts giving rise to the claim for indemnification hereunder and shall include in such Claim Notice (if then known) the amount or the method of computation of the amount of such Indemnity Claim; provided, however, the failure of any Indemnified Party to give timely notice thereof shall not affect any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunder, except to the extent the Indemnifying Party is materially prejudiced by such failure.

Indemnification Notice. Each Party entitled Promptly upon obtaining knowledge of any claim, event, fact or demand which gives rise to, or is reasonably expected to give rise to, a claim for indemnification pursuant to Section 8.1 hereunder, any party seeking indemnification under Sections 10.3 or Section 8.2 10.4, as applicable, (an “Indemnified Party”) who determines that an event has occurred giving rise shall give written notice of such claim or demand (or which may give rise“Notice of Claim”) to a right of indemnification hereunder in favor of such Indemnified Party (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification party or parties from whom which indemnification is being or will be sought (the collectively, an “Indemnifying Party”) in writing of such Indemnity Claim (a “Claim Notice”) describing in reasonable detail the facts giving rise to the claim for indemnification hereunder and shall include in such Claim Notice (if then known) the amount or the method of computation of ), setting forth the amount of the claim, if known. The Indemnified Party shall furnish to the Indemnifying Party, in reasonable detail, such Indemnity Claim; provided, however, the failure information as it may have with respect to such indemnification claim (including copies of any summons, complaint or other pleading which may have been served on it and any written claim, demand, invoice, billing or other document evidencing or asserting the same). No failure or delay by the Indemnified Party to give timely notice thereof in the performance of the foregoing shall not reduce or otherwise affect the obligation of any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunderto indemnify, defend and hold the Indemnified Party harmless, except to the extent that such failure or delay shall have materially adversely affected the Indemnifying Party’s ability to defend against, settle, mitigate or satisfy any Loss for which the Indemnified Party is materially prejudiced by such failureentitled to indemnification hereunder.

Indemnification Notice. Each Party entitled Promptly upon obtaining knowledge of any claim, event, fact or demand which gives rise to, or is reasonably expected to give rise to, a claim for indemnification pursuant to Section 8.1 or Section 8.2 hereunder, any party seeking indemnification under this Article XII (an “Indemnified Party”) who determines that an event has occurred giving rise shall give written notice of such claim or demand (or which may give rise“Notice of Claim”) to a right of the party from which indemnification hereunder in favor of such Indemnified Party is sought (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought (the “Indemnifying Party”) in writing of such Indemnity Claim (a “Claim Notice”) describing in reasonable detail the facts giving rise to the claim for indemnification hereunder and shall include in such Claim Notice (if then known) the amount or the method of computation of ), setting forth the amount of the claim, if known. The Indemnified Party shall furnish to the Indemnifying Party, in reasonable detail, such Indemnity Claim; provided, however, the failure information as it may have with respect to such indemnification claim (including copies of any summons, complaint or other pleading which may have been served on it and any written claim, demand, invoice, billing or other document evidencing or asserting the same). No failure or delay by the Indemnified Party to give timely notice thereof in the performance of the foregoing shall not reduce or otherwise affect the obligation of any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunderto indemnify and hold the Indemnified Party harmless, except to the extent that such failure or delay shall have materially adversely affected the Indemnifying Party’s ability to defend against, settle or satisfy any Loss for which the Indemnified Party is materially prejudiced by such failureentitled to indemnification hereunder.

Indemnification Notice. Each Party entitled Promptly upon obtaining knowledge of any claim, event, fact or demand which gives rise to, or could reasonably be expected to indemnification pursuant to Section 8.1 or Section 8.2 (“Indemnified Party”) who determines that an event has occurred giving give rise (or which may give rise) to to, a right of indemnification hereunder in favor of such Indemnified Party (an “Indemnity Claim”), shall promptly notify the Party obligated to provide indemnification or from whom indemnification is being or will be sought (the “Indemnifying Party”) in writing of such Indemnity Claim (a “Claim Notice”) describing in reasonable detail the facts giving rise to the claim for indemnification hereunder and hereunder, any party seeking indemnification under this Article IX (an "Indemnified Party") shall include in give written notice of such Claim claim or demand ("Notice of Claim") to the party from which indemnification is sought (if then known) the amount or the method of computation of an "Indemnifying Party"), setting forth the amount of the claim. The Indemnified Party shall furnish to the Indemnifying Party, in reasonable detail, such Indemnity Claim; provided, however, the failure information as it may have with respect to such indemnification claim (including copies of any summons, complaint or other pleading which may have been served on it and any written claim, demand, invoice, billing or other document evidencing or asserting the same). No failure or delay by the Indemnified Party to give timely notice thereof in the performance of the foregoing shall not reduce or otherwise affect the obligation of any of its rights to indemnification hereunder nor relieve the Indemnifying Party from any of its indemnification obligations hereunderto indemnify and hold the Indemnified Party harmless, except to the extent that such failure or delay shall have adversely affected the Indemnifying Party's ability to defend against, settle or satisfy any Damage for which the Indemnified Party is materially prejudiced by such failureentitled to indemnification hereunder.