Common use of Procedure for Notification and Defense of Claim Clause in Contracts

Procedure for Notification and Defense of Claim. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification, not later than thirty (30) days after receipt by Indemnitee of notice of the commencement of any Proceeding. The failure by Indemnitee to notify the Company will not relieve the Company from any liability which it may have to Indemnitee hereunder or under any other agreement (including, without limitation, the Company’s Certificate of Incorporation and Bylaws), and any delay in so notifying the Company shall not constitute a waiver by Indemnitee of any rights hereunder, except to the extent (solely with respect to the indemnity hereunder) that such failure or delay materially prejudices the Company. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification.

Appears in 19 contracts

Samples: Director Retainer Agreement (King Resources, Inc.), Director Retainer Agreement (Tianci International, Inc.), Director Retainer Agreement (Tianci International, Inc.)

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Procedure for Notification and Defense of Claim. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification, not later than thirty (30) days after receipt by Indemnitee of notice of the commencement of any Proceeding. The failure by Indemnitee to notify the Company will not relieve the Company from any liability which it may have to Indemnitee hereunder or under any other agreement (including, without limitation, the Company’s Certificate Articles of Incorporation and Bylaws), and any delay in so notifying the Company shall not constitute a waiver by Indemnitee of any rights hereunder, except to the extent (solely with respect to the indemnity hereunder) that such failure or delay materially prejudices the Company. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification.

Appears in 4 contracts

Samples: Director Retainer Agreement (Nanoviricides, Inc.), Director Retainer Agreement (Nanoviricides, Inc.), Director Retainer Agreement (Nanoviricides, Inc.)

Procedure for Notification and Defense of Claim. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification, not later than thirty (30) days after receipt by Indemnitee of notice of the commencement of any Proceeding. The failure by Indemnitee to notify the Company will not relieve the Company from any liability which it may have to Indemnitee hereunder or under any other agreement (including, without limitation, the Company’s Certificate of Incorporation and BylawsCharter Documents), and any delay in so notifying the Company shall not constitute a waiver by Indemnitee of any rights hereunder, except to the extent (solely with respect to the indemnity hereunder) that such failure or delay materially prejudices the Company. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification.

Appears in 4 contracts

Samples: Indemnity Agreement (Alternus Energy Inc.), Director Retainer Agreement (Aoxin Tianli Group, Inc.), Director Retainer Agreement (Aoxin Tianli Group, Inc.)

Procedure for Notification and Defense of Claim. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein thisein or therewith thisewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether whethis and to what extent Indemnitee is entitled to indemnification, not later than thirty (30) days after receipt by Indemnitee of notice of the commencement of any Proceeding. The failure by Indemnitee to notify the Company will not relieve the Company from any liability which it may have to Indemnitee hereunder or under any other of this agreement (including, without limitation, the Company’s Certificate of Incorporation and Bylaws), and any delay in so notifying the Company shall not constitute a waiver by Indemnitee of any rights hereunder, except to the extent (solely with respect to the indemnity hereunder) that such failure or delay materially prejudices the Company. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification.

Appears in 1 contract

Samples: Officer Retainer Agreement (Kronos Advanced Technologies Inc)

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Procedure for Notification and Defense of Claim. (a) To obtain indemnification under this Agreement, Indemnitee lndemnitee shall submit to the Company a written request, including therein thisein or therewith thisewith such documentation and information as is reasonably available to Indemnitee lndemnitee and is reasonably necessary to determine whether whethis and to what extent Indemnitee lndemnitee is entitled to indemnification, not later than thirty (30) days after receipt by Indemnitee lndemnitee of notice of the commencement of any Proceeding. The failure by Indemnitee lndemnitee to notify the Company will not relieve the Company from any liability which it may have to Indemnitee lndemnitee hereunder or under any other of this agreement (including, without limitation, the Company’s Certificate of Incorporation and Bylaws), and any delay in so notifying the Company shall not constitute a waiver by Indemnitee lndemnitee of any rights hereunder, except to the extent (solely with respect to the indemnity hereunder) that such failure or delay materially prejudices the Company. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee lndemnitee has requested indemnification.

Appears in 1 contract

Samples: Officer Retainer Agreement (Kronos Advanced Technologies Inc)

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