Indemnification Process. A party’s duty to defend and indemnify under the Agreement is contingent upon the other party: (a) sending prompt written notice of the Indemnified Claim to the indemnifying party and taking reasonable steps to mitigate damages; (b) granting to the indemnifying party the sole right to control the defense and resolution of the Indemnified Claim; and (c) cooperating with the indemnifying party in the defense and resolution of the Indemnified Claim and in mitigating any damages. “Indemnified Claim” in this Clause 16.5 – Part A (Indemnification Process) means any and all claims indemnified by a party under this Clause 16 – Part A (Indemnities). The parties' respective rights to Indemnified Claims under this Clause 16 – Part A (Indemnities) are in lieu of any common law or statutory indemnification rights or analogous rights, and each party waives such common law or statutory rights, if allowed by applicable law.
Appears in 14 contracts
Samples: Apex Agreement, Apex Agreement, Apex Agreement
Indemnification Process. A party’s duty to defend and indemnify under the Agreement is contingent upon the other party: (a) sending prompt written notice of the Indemnified Claim to the indemnifying party and taking reasonable steps to mitigate damages; (b) granting to the indemnifying party the sole right to control the defense and resolution of the Indemnified Claim; and (c) cooperating with the indemnifying party in the defense and resolution of the Indemnified Claim and in mitigating any damages. “Indemnified Claim” in this Clause 16.5 15.5 – Part A (Indemnification Process) means any and all claims indemnified by a party under this Clause 16 15 – Part A (Indemnities). The parties' respective rights to Indemnified Claims under this Clause 16 15 – Part A (Indemnities) are in lieu of any common law or statutory indemnification rights or analogous rights, and each party waives such common law or statutory rights, if allowed by applicable law.
Appears in 5 contracts
Samples: Dell Apex Agreement, Dell Apex Agreement, Dell Apex Agreement