Common use of Indemnification Procedure for Third Party Claims Clause in Contracts

Indemnification Procedure for Third Party Claims. (a) NOTICE OF CLAIM AND DEFENSE. (1) The party seeking indemnification under this Article 12 shall give the party from whom indemnification is sought prompt written notice of the assertion of any third party claim of which said party has knowledge which is covered by the indemnity agreements set forth in Section 12.2 or Section 12.3, and the party obligated to indemnify will undertake the defense thereof by representatives chosen by the party obligated to indemnify but reasonably acceptable to the party seeking indemnification. (b) If the party obligated to indemnify, within a reasonable period of time after notice of any such claim fails to defend, the party seeking indemnification will have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the party obligated to indemnify, subject to the right of the party obligated to indemnify to assume the defense of such claim at any time prior to settlement, compromise or final determination thereof.

Indemnification Procedure for Third Party Claims. (a) NOTICE OF CLAIM AND DEFENSE. (1) The party Party seeking indemnification under this Article 12 shall give the party Party from whom indemnification is sought prompt written notice of the assertion of any third party claim of which said party Party has knowledge which is covered by the indemnity agreements set forth in Section 12.2 or Section 12.3, and this Article X. If the party Party obligated to indemnify will undertake wishes to defend such claim for which such Party is or may be liable, then such Party may, at its own expense, defend such claim; PROVIDED, HOWEVER, that the indemnitee or indemnitees may retain counsel (at the indemnitee's expense) to monitor the defense thereof by representatives chosen by the party obligated to indemnify but reasonably acceptable to the party seeking indemnification. (b) of such claim. If the party Party obligated to indemnify, within a reasonable period of time after notice of any such claim claim, fails to defend, the party Party seeking indemnification will have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the party obligated to indemnifyclaim, subject to the right of the party obligated to indemnify indemnifying Party to assume the defense of such claim at any time prior to settlement, compromise or final determination thereof.

Indemnification Procedure for Third Party Claims. (a) NOTICE OF CLAIM AND DEFENSE. (1) The party Party seeking indemnification under this Article 12 Section 8 shall give the party Party from whom indemnification is sought prompt written notice of the assertion of any third party Third Party claim of which said party Party has knowledge Knowledge which is covered by the indemnity agreements set forth in this Section 12.2 or Section 12.3, and 8. If the party Party obligated to indemnify will undertake wishes to defend such claim for which such Party is or may be liable, then such Party may, at its own expense, defend such claim; provided, however, that the indemnitee or indemnitees may retain counsel (at the indemnitee's expense) to monitor the defense thereof by representatives chosen by the party obligated to indemnify but reasonably acceptable to the party seeking indemnification. (b) of such claim. If the party Party obligated to indemnify, within a reasonable period of time after notice of any such claim claim, fails to defend, the party Party seeking indemnification will have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the party obligated to indemnifyclaim, subject to the right of the party obligated to indemnify indemnifying Party to assume the defense of such claim at any time prior to settlement, compromise or final determination thereof.