Notice; Payment of Losses; Defense of Claims. (a) An Indemnified Party shall give written notice of a Loss to the party required to provide such indemnification hereunder (individually and collectively, an "Indemnifying Party") promptly after becoming aware thereof , which notice shall specify in reasonable detail the amount, nature and source of the claim and include therewith copies of any notices or other documents received from third parties with respect to such claim ; provided, however, that failure to give such notice shall not limit the right of an Indemnified Party to recover indemnity or reimbursement except to the extent that the Indemnifying Party suffers any prejudice or harm with respect to such claim as a result of such failure. The Indemnified Party shall also provide the Indemnifying Party with such further information concerning any such claims as the Indemnifying Party may reasonably request by written notice.
Notice; Payment of Losses; Defense of Claims. (a) A party which is entitled to indemnification under Section 6.2 (individually and collectively, an "Indemnified Party") shall give written ----------------- notice thereof to the party required to provide such indemnification hereunder (individually and collectively, an "Indemnifying Party") promptly after receipt ------------------ of any written claim by any third party and in any event not later than 30 business days after receipt of any such written claim (or not later than ten (10) business days after the receipt of any such written claim in the event such written claim is in the form of a formal complaint filed with a court of competent jurisdiction and served on the Indemnified Party), specifying in reasonable detail the amount, nature and source of the claim, and including therewith copies of any notices or other documents received from third parties with respect to such claim; provided, however, that failure to give such notice ----------------- shall not limit the right of an Indemnified Party to recover indemnity or reimbursement except to the extent that the Indemnifying Party suffers any material damages as a result of such failure. The Indemnified Party shall also provide the Indemnifying Party with such further information concerning any such claims as the Indemnifying Party may reasonably request by written notice.
Notice; Payment of Losses; Defense of Claims. For purposes of this Section 7.4 the term “Indemnifying Party” shall include Buyer or Seller, as applicable, and the term “Indemnified Party” shall include a Buyer Indemnified Party or Seller Indemnified Party, as applicable, with respect to matters arising under Section 7.2.
Notice; Payment of Losses; Defense of Claims. (a) An indemnified party shall give the indemnifying party notice of any matter which an indemnified party has determined has given or could give rise to a right of indemnification under this Agreement within sixty (60) days of such determination, stating the amount of the Losses, if known, and method of computation thereof, and containing a reference to the provisions of this Agreement in respect of which such right of indemnification is claimed or arises.
Notice; Payment of Losses; Defense of Claims. For purposes of this Section 9.4 the term “Indemnifying Party” shall mean Parent and Buyer.
Notice; Payment of Losses; Defense of Claims. (a) An Investor Indemnified Party shall give written notice of a claim for indemnification to the Company promptly after receipt of any written claim by any third party and in any event not later than twenty (20) business days after receipt of any such written claim (or not later than ten (10) business days after the receipt of any such written claim in the event such written claim is in the form of a formal complaint filed with a court of competent jurisdiction and served on the Investor Indemnified Party), specifying in reasonable detail the amount, nature and source of the claim, and including therewith copies of any notices or other documents received from third parties with respect to such claim; provided, however, that failure to give such notice shall not limit the right of an Investor Indemnified Party to recover indemnity or reimbursement except to the extent that the Company suffers any material prejudice or material harm with respect to such claim as a result of such failure. The Investor Indemnified Party shall also provide the Company with such further information concerning any such claims as the Company may reasonably request by written notice.
Notice; Payment of Losses; Defense of Claims. (a) The term “
Notice; Payment of Losses; Defense of Claims. For purposes of this Section 9.4 the term "Indemnifying Party" shall include the Company with respect to matters arising under Section 9.3.
Notice; Payment of Losses; Defense of Claims. (a) A Party seeking indemnification hereunder (for purposes of this Section 9.5, an “Indemnified Party”) shall give written notice of a claim for indemnification under Section 9.2 to the Party or Parties required to provide information hereunder (for purposes of this Section 9.5 an “Indemnifying Party”) promptly after receipt of any written claim by any third party and in any event not later than ten (10) Business Days after receipt of any such written claim (or not later than five (5) Business Days after the receipt of any such written claim in the event such written claim is in the form of a formal complaint filed with a court of competent jurisdiction and served on the Indemnified Party), specifying in reasonable detail the amount, nature and source of the claim, and including therewith copies of any notices or other documents received from third parties with respect to such claim; provided, however, that such ten (10) Business Days period shall be reduced if the urgency of the matter dictates a swifter notification to the Indemnifying Party. The Indemnified Party shall also provide the Indemnifying Party with such further information concerning any such claims as the Indemnifying Party may reasonably request by written notice. Failure of the Indemnified Party to provide a Notice in accordance with this Section 9.5 shall not relieve the Indemnifying Party from any indemnification obligation under this Article IX, except to the extent the rights of the Indemnifying Party are prejudiced by any such failure.
Notice; Payment of Losses; Defense of Claims. For purposes of this Section 9.04, the term “Indemnifying Party” shall include Buyer and Seller with respect to matters arising under Section 9.01 or Section 9.02
