Common use of Notice of Damages Clause in Contracts

Notice of Damages. A party seeking indemnity hereunder (the “Indemnified Party”) will give the party from whom indemnity is sought hereunder (such party, the “Indemnitor”), prompt notice (hereinafter, the “Indemnification Notice”) of any demands, claims, actions or causes of action (collectively, “Claims”) asserted against the Indemnified Party. Failure to give such notice shall not relieve the Indemnitor of any obligations which the Indemnitor may have to the Indemnified Party under this Article VII, except to the extent that such failure has prejudiced the Indemnitor under the provisions for indemnification contained in this Agreement. For purposes of this Article VIII, notice to the Stockholders’ Representative shall constitute notice to the Stockholders.

Appears in 1 contract

Samples: Merger Agreement (MDRNA, Inc.)

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Notice of Damages. A party seeking indemnity hereunder (the “Indemnified Party”) will give the party from whom indemnity is sought hereunder (such party, the “Indemnitor”), ) prompt notice (hereinafter, the “Indemnification Notice”) of any demands, claims, actions or causes of action (collectively, “Claims”) asserted against the Indemnified Party. Failure to give such notice shall not relieve the Indemnitor of any obligations which the Indemnitor may have to the Indemnified Party under this Article VII10, except to the extent that such failure has prejudiced the Indemnitor under the provisions for indemnification contained in this Agreement. For purposes of this Article VIII10, notice Purchaser, on the one hand, and Shareholder, on the other hand, shall be deemed to be the Stockholders’ Representative shall constitute notice to “Indemnified Party” or the Stockholders“Indemnitors,” as the case may be.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ndchealth Corp)

Notice of Damages. A party seeking indemnity hereunder (the “Indemnified Party”) will give the party from whom indemnity is sought hereunder (such party, the “Indemnitor”), ) prompt written notice (hereinafter, the “Indemnification Notice”) of any demands, claims, actions or causes of action (collectively, “Claims”) asserted against the Indemnified Party, describing in reasonable detail, to the extent then practicable, the facts and circumstances surrounding the Claim. Failure to give such notice shall will not relieve the Indemnitor of any obligations which the Indemnitor may have to the Indemnified Party under this Article VII12, except to the extent that such failure has prejudiced the Indemnitor under the provisions for indemnification contained in this Agreement. For purposes of this Article VIII, notice to the Stockholders’ Representative shall constitute notice to the StockholdersIndemnitor.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Haights Cross Communications Inc)

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Notice of Damages. A party seeking indemnity hereunder (the "Indemnified Party") will give the party from whom indemnity is sought hereunder (such party, the "Indemnitor”), ") prompt notice (hereinafter, the "Indemnification Notice") of any demands, claims, actions or causes of action (collectively, "Claims") asserted against the Indemnified Party. Failure to give such notice shall not relieve the Indemnitor of any obligations which the Indemnitor may have to the Indemnified Party under this Article VIIVIII, except to the extent that such failure has prejudiced the Indemnitor under the provisions for indemnification contained in this Agreement. For purposes of this Article VIII, notice Purchaser, on the one hand, and the Seller, on the other hand, shall be deemed to be the Stockholders’ Representative shall constitute notice to "Indemnified Party" or the Stockholders"Indemnitors", as the case may be.

Appears in 1 contract

Samples: Stock Purchase Agreement (Official Information Co)

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