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

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified under this Agreement, give the Company notice in writing as soon as practicable of any claim made against Indemnitee for which indemnification will or could be sought under this Agreement, provided however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claim. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified To obtain indemnification or advancement of Expenses under this Agreement, give Indemnitee shall submit to the Company notice in writing as soon as practicable of any claim made against Indemnitee for which indemnification will or could be sought under this Agreement, provided however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claimwritten request therefor. The omission by Indemnitee to notify the Company hereunder will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than hereunder, under the Charter, the Bylaws, any resolution of the Board providing for indemnification or otherwise, and any delay in so notifying the Company shall not constitute a waiver by Indemnitee of any rights under this Agreement. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified under this Agreement, give the Company notice in writing as soon as practicable of any claim made against Indemnitee Indemmitee for which indemnification will or could be sought under this Agreement; provided, provided however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claim. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his [his][her] right to be indemnified under this Agreement, give the Company notice in writing as soon as practicable of any claim made against Indemnitee for which indemnification will or could be sought under this Agreement; provided, provided however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claim. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified To obtain indemnification under this Agreement, give Indemnitee shall submit to the Company notice in writing a written request, including therein or therewith such documentation and information as soon as practicable of any claim made against is reasonably available to Indemnitee for which indemnification will or could be sought under this Agreement, provided however, that a delay in giving such notice shall not deprive and is reasonably necessary to determine whether and to what extent Indemnitee of any right is entitled to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claimindemnification. The omission by Indemnitee to notify the Company request indemnification hereunder will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this AgreementAgreement except to the extent the Company has been materially prejudiced by such omission to notify. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his or her right to be indemnified under this Agreement, give the Company notice in writing as soon as practicable of any Proceeding or claim made against Indemnitee for which indemnification will or could be sought under this Agreement; provided, provided however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claim. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified under this Agreement, give the Company notice in writing as soon as practicable of any claim made against Indemnitee for which indemnification will or could be sought under this Agreement, provided however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claim. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. The Secretary Sec­retary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified To obtain indemnification under this Agreement, give Indemnitee shall submit to the Company notice in writing a written request, including therein or therewith such documentation and information as soon as practicable of any claim made against is reasonably available to Indemnitee for which indemnification will or could be sought under this Agreement, provided however, that a delay in giving such notice shall not deprive and is reasonably necessary to determine whether and to what extent Indemnitee of any right is entitled to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claimindemnification. The omission by Indemnitee to notify the Company hereunder will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this AgreementAgreement except to the extent the Company has been materially prejudiced by such omission to notify. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent agrees to his right to be indemnified under this Agreement, give notify promptly the Company notice in writing as soon as practicable of any claim made against Indemnitee for which indemnification will or could be sought under this Agreement, provided provided, however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, the Company did not otherwise learn of the claim and such delay is materially prejudicial to the defense of Company's ability to defend such claim; and, provided, further that notice shall be deemed to have been given without any action on the part of Indemnitee in the event that the Company is a party to the same Proceeding. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. 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.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified under this Agreement, give the Company notice in writing as soon as practicable of any claim made against Indemnitee for which indemnification will or could be sought under this Agreement, provided however, that a delay in giving such notice shall not deprive Indemnitee of any right to be indemnified under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claim. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. The Secretary Sec-retary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification.

Procedure for Notification and Defense of Claim. (a) Indemnitee shall, as a condition precedent to his right to be indemnified (including, but not limited to, the advancement of expenses and contribution by the Company) under this Agreement, give the Company notice in writing as soon as practicable of any claim made against Indemnitee for which indemnification will or could be sought under this Agreement. Notwithstanding the foregoing, provided howeverany failure of Indemnitee to provide such a notice to the Company, that or to provide such a delay notice in giving such notice shall a timely fashion will not deprive relieve the Company from any liability for indemnification which it may have to Indemnitee of any right to be indemnified otherwise than under this Agreement unless, and then only to the extent that, such delay is materially prejudicial to the defense of such claim. The omission to notify the Company will not relieve the Company from any liability for indemnification which it may have to Indemnitee otherwise than under this Agreement. 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.