Common use of Indemnification Procedures; Matters Involving Third Parties Clause in Contracts

Indemnification Procedures; Matters Involving Third Parties. (a) A Seller Indemnitee or Buyer Indemnitee, as the case may be (for purposes of this Section 6.4, an “Indemnified Party”), shall give the indemnifying party under Section 6.2 and Section 6.3, as applicable (for purposes of this Section 6.4, an “Indemnifying Party”), prompt written notice of any matter which it has determined has given or could give rise to a right of indemnification under this Agreement stating the amount of the Loss, if known, and method of computation thereof, containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises; provided, however, that the failure to provide such notice shall not release the Indemnifying Party from its obligations under this ARTICLE VI except to the extent the Indemnifying Party is prejudiced by such failure.

Appears in 2 contracts

Samples: Sale and Purchase Agreement, Sale and Purchase Agreement (Lyondell Chemical Co)

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Indemnification Procedures; Matters Involving Third Parties. (a) A Subject to the provisions of Section 10.2(c)(i), a Seller Indemnitee or Buyer Indemnitee, as the case may be (for purposes of this Section 6.410.4, an “Indemnified Party”), shall give the indemnifying party under Section 6.2 10.2 and Section 6.310.3, as applicable (for purposes of this Section 6.410.4, an “Indemnifying Party”), prompt written notice of any matter which it has determined has given or could give rise to a right of indemnification under this Agreement stating the amount of the Loss, if known, and method of computation thereof, containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises; provided, however, that the failure to provide such notice shall not release relieve the Indemnifying Party from its obligations under this ARTICLE VI X except to the extent the Indemnifying Party is prejudiced by such failure.

Appears in 2 contracts

Samples: Sale and Purchase Agreement (NuStar Energy L.P.), Sale and Purchase Agreement (NuStar GP Holdings, LLC)

Indemnification Procedures; Matters Involving Third Parties. (a) A Seller Indemnitee or Buyer Indemnitee, as the case may be (for purposes of this Section 6.412.4, an “Indemnified Party”), shall give the indemnifying party under Section 6.2 12.2 and Section 6.312.3, as applicable (for purposes of this Section 6.412.4, an “Indemnifying Party”), prompt written notice of any matter which it has determined has given or could give rise to a right of indemnification under this Agreement stating the amount of the Loss, if known, and method of computation thereof, containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises; provided, however, that the failure to provide such notice shall not release the Indemnifying Party from its obligations under this ARTICLE VI XII except to the extent extent, and only to the extent, the Indemnifying Party is prejudiced by such failurefailure or to the extent the survival period, if applicable, expires pursuant to Section 12.1 prior to the giving of such notice.

Appears in 2 contracts

Samples: Asset Purchase Agreement (PBF Energy Inc.), Asset Purchase Agreement (PBF Energy Inc.)

Indemnification Procedures; Matters Involving Third Parties. (a) A Seller Indemnitee or Buyer Indemnitee, as the case may be (for purposes of this Section 6.411.4, an “Indemnified Party”), shall give the indemnifying party under Section 6.2 11.2 and Section 6.311.3, as applicable (for purposes of this Section 6.411.4, an “Indemnifying Party”), prompt written notice of any matter which it has determined has given or could give rise to a right of indemnification under this Agreement stating the amount of the Loss, if known, and method of computation thereof, containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises; provided, however, that the failure to provide such notice shall not release the Indemnifying Party from its obligations under this ARTICLE VI XI except to the extent the Indemnifying Party is actually prejudiced by such failure.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Imperial Sugar Co /New/)

Indemnification Procedures; Matters Involving Third Parties. (a) A Seller Indemnitee or Buyer Indemnitee, as the case may be (for purposes of this Section 6.4, 10.5 an "Indemnified Party"), shall give the indemnifying party under Section 6.2 and 10.2, Section 6.310.3 or Section 10.4, as applicable (for purposes of this Section 6.410.5, an "Indemnifying Party"), prompt written notice of any matter which it has determined has given or could give rise to a right of indemnification under this Agreement stating the amount of the Loss, if known, and method of computation thereof, containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises; provided, however, that the failure to provide such notice shall not release the Indemnifying Party from its obligations under this ARTICLE VI X except to the extent the Indemnifying Party is prejudiced by such failure.

Appears in 1 contract

Samples: Stock Purchase Agreement (Valero Energy Corp/Tx)

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Indemnification Procedures; Matters Involving Third Parties. (a) A Seller Indemnitee or Buyer Indemnitee, as the case may be (for purposes of this Section 6.411.4, an “Indemnified Party”), shall give the indemnifying party under Section 6.2 11.2 and Section 6.311.3, as applicable (for purposes of this Section 6.411.4, an “Indemnifying Party”), prompt written notice of any matter which it has determined has given or could give rise to a right of indemnification under this Agreement stating the amount of the Loss, if known, and method of computation thereof, containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises; provided, however, that the failure to provide such notice shall not release the Indemnifying Party from its obligations under this ARTICLE VI XI except to the extent the Indemnifying Party is prejudiced by such failure.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Lyondell Chemical Co)

Indemnification Procedures; Matters Involving Third Parties. (a) A Seller Subject to the provisions of Section 9.2(b), an Investor Indemnitee or Buyer a Seller Indemnitee, as the case may be (for purposes of this Section 6.4, an “Indemnified Party”), shall give the indemnifying party under Section 6.2 and 9.2 or Section 6.39.3, as applicable (for purposes of this Section 6.4, an “Indemnifying Party”), prompt written notice of any matter which it has determined has given or could give rise to a right of indemnification under this Agreement stating the amount of the Loss, if known, and method of computation thereof, containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises; provided, however, that the failure to provide such notice shall not release relieve the Indemnifying Party from its obligations under this ARTICLE VI Article IX except to the extent the Indemnifying Party is prejudiced by such failure.

Appears in 1 contract

Samples: Purchase and Sale Agreement (NuStar Energy L.P.)

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