Common use of Indemnification Requirements Clause in Contracts

Indemnification Requirements. The following are conditions to any claim for indemnification under this Section 7. The indemnified party must promptly provide the indemnifying party with notice of any claim that the indemnified party believes is within the scope of the obligation to indemnify, provided, however, that the failure to provide such notice shall not relieve the indemnifying party of its obligations under this Section 7, except to the extent that such failure materially prejudices the indemnifying party’s defense of such claim. The indemnified party may, at its own expense, assist in the defense if it so chooses, but the indemnifying party shall control the defense and all negotiations related to the settlement of any such claim. Any such settlement intended to bind either party shall not be final without the other party’s written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that End User’s consent shall not be required when AppDynamics is the indemnifying party if the settlement involves only the payment of money by AppDynamics.

Indemnification Requirements. The following are conditions to In claiming any claim for indemnification under this Section 7. The 6, the indemnified party must shall promptly provide the indemnifying party with notice of any claim that the indemnified party believes is within the scope of the obligation to indemnify, provided, however, that the failure to provide such notice shall not relieve the indemnifying party of its obligations under this Section 7, except to the extent that such failure materially prejudices the indemnifying party’s defense of such claim. The indemnified party may, at its own expense, assist in the defense if it so chooses, but provided that the indemnifying party promptly acknowledges its indemnity obligation hereunder and undertakes defense of any applicable third party claim, the indemnifying party shall control the defense and all negotiations related relative to the settlement of any such claim, provided further that it may not make any admission on behalf of the indemnified party or agree to any liability or payment which will not be made immediately and in full by the indemnifying party without the indemnified party’s prior written consent. Any such settlement intended to bind either the indemnified party shall not be final without the other indemnified party’s written consent, which consent shall not be unreasonably withheld, conditioned withheld or delayed; provided, however, that End User. A party’s consent indemnification obligations hereunder shall not be required when AppDynamics is reduced to the indemnifying extent the indemnified party if fails to comply with this Section 6.2 or to cooperate reasonably in the settlement involves only defense of any indemnified claim hereunder and such failure prejudices the payment defense of money by AppDynamicssuch claim.

Indemnification Requirements. The following are conditions to In connection with any claim for indemnification under this Section 7. The , the indemnified party must promptly provide the indemnifying party with notice of any claim that the indemnified party believes is within the scope of the obligation to indemnify, provided, however, that the failure to provide such notice shall not relieve the indemnifying party of its obligations under this Section 7, except to the extent that such failure materially prejudices the indemnifying party’s defense of such claim. The indemnified party may, at its own expense, assist in the defense if it so chooses, but the indemnifying party shall control the defense and all negotiations related to the settlement of any such claim. Any such settlement intended to bind either party shall not be final without the other party’s written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that End User’s consent shall not be required when AppDynamics Column is the indemnifying party if the settlement involves only the payment of money by AppDynamicsColumn.

Indemnification Requirements. The following are conditions to In connection with any claim for indemnification under this Section 7. The , the indemnified party must promptly provide the indemnifying party with notice of any claim that the indemnified party believes is within the scope of the obligation to indemnify, provided, however, that the failure to provide such notice shall not relieve the indemnifying party of its obligations under this Section 7, except to the extent that such failure materially prejudices the indemnifying party’s defense of such claim. The indemnified party may, at its own expense, assist in the defense if it so chooses, but the indemnifying party shall control the defense and all negotiations related to the settlement of any such claim. Any such settlement intended to bind either party shall not be final without the other party’s written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that End User’s consent shall not be required when AppDynamics is the indemnifying party if the settlement involves only the payment of money by AppDynamics.