Common use of Procedure for Indemnification with Respect to Third-Party Claims Clause in Contracts

Procedure for Indemnification with Respect to Third-Party Claims. (a) If the Purchaser or any affiliate of Purchaser determines to seek indemnification (such party shall be referred to herein as an "Indemnified Party") under Section 9.2 with respect to Securityholder Identifiable Claims above (such Claims shall be referred to herein as "Identifiable Claims") resulting from the assertion of liability by third parties, such Indemnified Party shall give notice to the parties from which indemnification is sought (such parties shall be referred to herein as "Indemnifying Parties") within 160 days of such Indemnified Party becoming aware of any such Identifiable Claim or of facts upon which any such Identifiable Claim may be based, but in any event within a reasonable time to allow the Indemnifying Party to adopt proper defensive actions. The notice shall set forth such material information with respect thereto as is then reasonably available to such Indemnified Party. In case any such liability is asserted against any Indemnified Party, and such Indemnified Party notifies the Indemnifying Parties thereof, the Indemnifying Parties will be entitled, if such Indemnifying Parties so elect by written notice delivered to such Indemnified Party within 20 days after receiving such Indemnified Party's notice, to assume the defense

Procedure for Indemnification with Respect to Third-Party Claims. (a) If the Purchaser or any affiliate of Purchaser a Buyer Indemnified Party determines to seek indemnification (such party shall be referred to herein as an "Indemnified Party") under Section 9.2 this Article with respect to Securityholder Identifiable Buyer Indemnifiable Claims above (such Claims shall be referred to herein as "Identifiable Claims") resulting from the assertion of liability by third parties, such Indemnified Party it shall give notice to the parties from which indemnification is sought Seller within thirty (such parties shall be referred to herein as "Indemnifying Parties"30) within 160 days of such Indemnified Party becoming aware of any such Identifiable Buyer Indemnifiable Claim or of facts upon which any such Identifiable Buyer Indemnifiable Claim may will be based, but in any event within a reasonable time to allow ; the Indemnifying Party to adopt proper defensive actions. The notice shall set forth such material information with respect thereto as is then reasonably available to such the Buyer Indemnified Party. In case If any such liability is asserted against any a Buyer Indemnified Party, and such the Buyer Indemnified Party notifies the Indemnifying Parties Seller thereof, the Indemnifying Parties Seller will be entitled, if such Indemnifying Parties it so elect elects by written notice delivered to such the Buyer Indemnified Party within 20 twenty (20) days after receiving such the Buyer Indemnified Party's notice, to assume the defensedefense thereof with counsel reasonably satisfactory to the Buyer Indemnified Party. Notwithstanding the foregoing, (i) the Buyer Indemnified Party shall also have the right to employ its own counsel in any such case, but the fees and expenses of such counsel shall be at the expense of the Buyer Indemnified Party;

Procedure for Indemnification with Respect to Third-Party Claims. (a) If a party (the Purchaser or any affiliate of Purchaser "Indemnitee") determines to seek indemnification (such party shall be referred to herein as an "Indemnified Party") under Section 9.2 this Article with respect to Securityholder Identifiable Indemnifiable Claims above (such Claims shall be referred to herein as "Identifiable Claims") resulting from the assertion of liability by third parties, such Indemnified Party it shall give notice to the parties from which indemnification is sought other party (such parties shall be referred to herein as the "Indemnifying PartiesParty") within 160 30 days of such Indemnified Party the Indemnitee's becoming aware of any such Identifiable Claim or of facts upon which any such Identifiable Claim may be based, but in any event within a reasonable time to allow Indemnifiable Claim; the Indemnifying Party to adopt proper defensive actions. The notice shall set forth such material information with respect thereto as is then reasonably available to such Indemnified Partythe Indemnitee. In case any such liability is asserted against any Indemnified Partythe Indemnitee, and such Indemnified Party the Indemnitee notifies the Indemnifying Parties Party thereof, the Indemnifying Parties Party will be entitled, if such Indemnifying Parties it so elect elects by written notice delivered to such Indemnified Party the Indemnitee within 20 30 days after receiving such Indemnified Partythe Indemnitee's notice, to assume the defensedefense thereof with counsel reasonably satisfactory to the Indemnitee at all times during the defense of such liability.

Procedure for Indemnification with Respect to Third-Party Claims. (a) If a party (the Purchaser or any affiliate of Purchaser "Indemnitee") determines to seek indemnification (such party shall be referred to herein as an "Indemnified Party") under Section 9.2 this Article with respect to Securityholder Identifiable Indemnifiable Claims above (such Claims shall be referred to herein as "Identifiable Claims") resulting from the assertion of liability by third parties, such Indemnified Party it shall give notice to the parties from which indemnification is sought other party (such parties shall be referred to herein as the "Indemnifying PartiesParty") within 160 30 days of such Indemnified Party the Indemnitee's becoming aware of any such Identifiable Claim or of facts upon which any such Identifiable Claim may be based, but in any event within a reasonable time to allow Indemnifiable Claim; the Indemnifying Party to adopt proper defensive actions. The notice shall set forth such material information with respect thereto as is then reasonably available to such Indemnified Partythe Indemnitee. In case any such liability is asserted against any Indemnified Partythe Indemnitee, and such Indemnified Party the Indemnitee notifies the Indemnifying Parties Party thereof, the Indemnifying Parties Party will be entitled, if such Indemnifying Parties it so elect elects by written notice delivered to such Indemnified Party the Indemnitee within 20 30 days after receiving such Indemnified Partythe Indemnitee's notice, to assume the defensedefense thereof with counsel reasonably satisfactory to the Indemnitee at all times during the defense of such liability. Notwithstanding the foregoing, (i) the Indemnitee shall also have the right to employ its own counsel in any such case, but the fees and expenses of such counsel shall be at the expense of the Indemnitee (so long as the Indemnifying Party continues to defend such matter);

Procedure for Indemnification with Respect to Third-Party Claims. (a) If a party (the Purchaser or any affiliate of Purchaser "Indemnitee") determines to seek indemnification (such party shall be referred to herein as an "Indemnified Party") under Section 9.2 this Article with respect to Securityholder Identifiable Indemnifiable Claims above (such Claims shall be referred to herein as "Identifiable Claims") resulting from the assertion of liability by third parties, such Indemnified Party it shall give notice to the parties from which indemnification is sought other party (such parties shall be referred to herein as the "Indemnifying PartiesParty") within 160 30 days of such Indemnified Party the Indemnitee's becoming aware of any such Identifiable Claim or of facts upon which any such Identifiable Claim may be based, but in any event within a reasonable time to allow Indemnifiable claim; the Indemnifying Party to adopt proper defensive actions. The notice shall set forth such material information with respect thereto as is then reasonably available to such Indemnified Partythe Indemnitee. In case any such liability is asserted against any Indemnified Partythe Indemnitee, and such Indemnified Party the Indemnitee notifies the Indemnifying Parties Party thereof, the Indemnifying Parties Party will be entitled, if such Indemnifying Parties it so elect elects by written notice delivered to such Indemnified Party the Indemnitee within 20 30 days after receiving such Indemnified Partythe Indemnitee's notice, to assume the defensedefense thereof with counsel reasonably satisfactory to the Indemnitee at all times during the defense of such 17 liability. Notwithstanding the foregoing, (i) the Indemnitee shall also have the right to employ its own counsel in any such case, but the fees and expenses of such counsel shall be at the expense of the Indemnitee (as long as the Indemnifying Party continues to defend such matter);

Procedure for Indemnification with Respect to Third-Party Claims. (a) If a party (the Purchaser or any affiliate of Purchaser "Indemnitee") determines to seek indemnification (such party shall be referred to herein as an "Indemnified Party") under Section 9.2 this Article with respect to Securityholder Identifiable Indemnifiable Claims above (such Claims shall be referred to herein as "Identifiable Claims") resulting from the assertion of liability by third parties, such Indemnified Party it shall give notice to the parties from which indemnification is sought other party (such parties shall be referred to herein as the "Indemnifying PartiesParty") within 160 30 days of such Indemnified Party the Indemnitee's becoming aware of any such Identifiable Claim or of facts upon which any such Identifiable Claim may be based, but in any event within a reasonable time to allow Indemnifiable Claim; the Indemnifying Party to adopt proper defensive actions. The notice shall set forth such material information with respect thereto as is then reasonably available to such Indemnified Partythe Indemnitee. In case any such liability is asserted against any Indemnified Partythe Indemnitee, and such Indemnified Party the Indemnitee notifies the Indemnifying Parties Party thereof, the Indemnifying Parties Party will be entitled, if such Indemnifying Parties it so elect elects by written notice delivered to such Indemnified Party the Indemnitee within 20 30 days after receiving such Indemnified Partythe Indemnitee's notice, to assume the defensedefense thereof with counsel reasonably satisfactory to the Indemnitee at all times during the defense of such liability. Notwithstanding the foregoing, (i) the Indemnitee shall also have the right to employ its own counsel in any such case, but the fees and expenses of such