Common use of Notices and Defense of Indemnified Claims Clause in Contracts

Notices and Defense of Indemnified Claims. Each party shall immediately notify the other party of any Claim of which it becomes aware and for which it is entitled to indemnification from the other party under this Agreement. The indemnifying party shall be obligated to defend at the indemnifying party’s sole expense any litigation or other administrative or adversarial proceeding against the indemnified party relating to any Claim for which the indemnifying party has agreed to indemnify and hold the indemnified party harmless under this Agreement. However, the indemnified party shall have the right to participate with the indemnifying party in the defense of any such Claim at its own expense. In the event the indemnifying party is not disputing its liability to the indemnified party with respect to a Claim, an indemnified party shall not be entitled to settle any Claim without the prior written consent of the indemnifying party.

Notices and Defense of Indemnified Claims. Each party indemnified Party shall immediately notify the other party each indemnifying Party of any Claim of which it becomes aware and for which it is entitled to indemnification from the other party such indemnifying Party under this Agreement. The indemnifying party Party shall be obligated to defend at the indemnifying party’s Party's sole expense any litigation or other administrative or adversarial proceeding against the indemnified party Party relating to any Claim for which the indemnifying party Party has agreed to indemnify and hold the indemnified party Party harmless under this Agreement. The indemnifying Party shall have control over the defense and/or settlement of such Claim using counsel acceptable to the indemnified Party. However, the indemnified party Party shall have the right to participate with the indemnifying party Party in the defense of any such Claim at its own expense. In The indemnified Party shall assist and cooperate in the event the indemnifying party is not disputing its liability to the indemnified party with respect to a Claim, an indemnified party shall not be entitled to settle any Claim without the prior written consent prosecution or defense of the indemnifying partysuch Claims.

Notices and Defense of Indemnified Claims. Each party Party shall immediately as soon as practicable notify the other party Party of any Claim claim of which it becomes aware and for which it is entitled to indemnification from the other party Party under this Agreement. The indemnifying party Party shall be obligated to defend at the indemnifying party’s Party's sole expense any litigation or other administrative or adversarial proceeding against the indemnified party Party relating to any Claim claim for which the indemnifying party Party has agreed to indemnify and hold the indemnified party Party harmless under this Agreement. However, the indemnified party Party shall owe a duty of cooperation to the indemnifying Party and shall have the right to participate with the indemnifying party Party in the defense of any such Claim at its own expense. In the event the indemnifying party is not disputing its liability Each Party shall owe a duty of cooperation to the indemnified party other with respect to a Claim, an indemnified party shall any claim covered by the terms of this Agreement. The indemnifying Party may not be entitled to settle any Claim claim for other than money damages without the prior written consent of the indemnifying partyindemnified Party.

Notices and Defense of Indemnified Claims. Each party Party shall immediately notify the other party Party of any Claim of which it becomes aware and for which it is entitled to indemnification from the other party Party under this Agreement. The indemnifying party Party shall be obligated to defend at the indemnifying partyParty’s sole expense any litigation or other administrative or adversarial proceeding against the indemnified party Party relating to any Claim for which the indemnifying party Party has agreed to indemnify and hold the indemnified party Party harmless under this Agreement. However, the indemnified party Party shall owe a duty of cooperation to the indemnifying Party and shall have the right to participate with the indemnifying party Party in the defense of any such Claim at its own expense. In the event the indemnifying party is not disputing its liability Each Party shall owe a duty of cooperation to the indemnified party other with respect to a Claim, an indemnified party shall any Claim covered by the terms of this Agreement. The indemnifying Party may not be entitled to settle any Claim for other than money damages without the prior written consent of the indemnifying partyindemnified Party.