Common use of Procedures Relating to Indemnification for Third Party Claims Clause in Contracts

Procedures Relating to Indemnification for Third Party Claims. (a) Notice of Third Party Claim. In order for a party (an “Indemnified Party”) to be entitled to any indemnification under this Article VII in respect of Losses arising out of or involving a claim or demand made by any Person other than Purchaser or Seller against a Purchaser Indemnified Party or a Seller Indemnified Party, as applicable (a “Third Party Claim”), the Indemnified Party must notify the party from whom indemnification is sought under this Article VII (the “Indemnifying Party”) promptly in writing (including in such notice a brief description of the Third Party Claim, including damages sought or estimated, to the extent actually known or reasonably capable of estimation by the Indemnified Party); provided, however, that the failure to promptly provide such notice shall not affect the indemnification provided under this Article VII except to the extent that the Indemnifying Party has been actually prejudiced as a result of such failure. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, promptly after the Indemnified Party’s receipt thereof, copies of all documents (including court papers) received by the Indemnified Party relating to the Third Party Claim.

Procedures Relating to Indemnification for Third Party Claims. (a) Notice of Third Party Claim. In order for a party Party (an “Indemnified Party”) to be entitled to any indemnification under this Article VII 7 in respect of Losses arising out of or involving a claim or demand made by 4142-6955-2969.14 any Person other than Purchaser or Seller against a Purchaser Indemnified Party or a Seller Indemnified Party, as applicable (a “Third Party Claim”), the Indemnified Party must must, promptly after its receipt of notice of the commencement of such Third Party Claim, notify the party Party from whom indemnification is sought under this Article VII 7 (the “Indemnifying Party”) promptly in writing (including in such notice a brief description of the such Third Party Claim, including damages sought or estimated, to the extent actually known or reasonably capable of estimation by the Indemnified Party); provided, however, that the failure to promptly provide such notice shall not affect the indemnification provided under this Article VII 7 except to the extent that the Indemnifying Party has been actually prejudiced as a result of such failure. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, promptly after the Indemnified Party’s receipt thereof, copies of all documents (including court papers) received by the Indemnified Party relating to the such Third Party Claim.

Procedures Relating to Indemnification for Third Party Claims. (a) Notice of Third Party Claim. In order for a party Party (an “Indemnified Party”) to be entitled to any indemnification under this Article VII 7 in respect of Losses arising out of or involving a claim or demand made by any Person other than Purchaser or Seller against a Purchaser Indemnified Party or a Seller Indemnified Party, as applicable (a “Third Party Claim”), the Indemnified Party must must, promptly after its receipt of notice of the commencement of such Third Party Claim, notify the party Party from whom indemnification is sought under this Article VII 7 (the “Indemnifying Party”) promptly in writing (including in such notice a brief description of the such Third Party Claim, including damages sought or estimated, to the extent actually known or reasonably capable of estimation by the Indemnified Party); provided, however, that the failure to promptly provide such notice shall not 4136-8572-7307.8 affect the indemnification provided under this Article VII 7 except to the extent that the Indemnifying Party has been actually prejudiced as a result of such failure. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, promptly after the Indemnified Party’s receipt thereof, copies of all documents (including court papers) received by the Indemnified Party relating to the such Third Party Claim.

Procedures Relating to Indemnification for Third Party Claims. (ai) Notice of Third Party Claim. In order for a party (an “Indemnified Party”) Party to be entitled to any indemnification provided for under this Article VII Agreement in respect of Losses of, arising out of or involving a claim or demand made by any Person (other than Purchaser any party to this Agreement or Seller its affiliates) against a Purchaser the Indemnified Party or a Seller Indemnified Party, as applicable (a “"Third Party Claim”"), the such Indemnified Party must notify provide an Indemnification Notice to the party from whom indemnification is sought under this Article VII (Indemnifying Party of the “Indemnifying Party”) Third Party Claim as promptly in writing (including in as reasonably possible after receipt by such Indemnified Party of notice a brief description of the Third Party Claim, including damages sought or estimated, to the extent actually known or reasonably capable of estimation by the Indemnified Party); provided, however, that the failure to promptly provide such notice shall not affect the indemnification provided under this Article VII except to the extent that the Indemnifying Party has been actually prejudiced as a result of such failure. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, promptly within five (5) business days after the Indemnified Party’s 's receipt thereof, copies of all notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claim; provided, however, that failure to provide an Indemnification Notice, or deliver copies of all notices and documents, in a timely manner shall not affect the indemnification provided hereunder except to the extent the Indemnifying Party shall have been actually prejudiced as a result of such failure.

Procedures Relating to Indemnification for Third Party Claims. (a) Notice of Third Party Claim. a. In order for a party Party (an “Indemnified Party”) to be entitled to any indemnification under this Article VII Section 7.1 in respect of Losses arising out of or involving a claim or demand made by any Person other than Purchaser or Seller against a Purchaser Indemnified Party or a Seller Indemnified Party, as applicable (a “Third Third-Party Claim”), the Indemnified Party must must, promptly after its receipt of notice of the commencement of such Third-Party Claim, notify the party Party from whom indemnification is sought under this Article VII Section 7.1 (the “Indemnifying Party”) promptly in writing (including in such notice a brief description of the Third such Third-Party Claim, including damages sought or estimated, to the extent actually known or reasonably capable of estimation by the Indemnified Party); provided, however, that the failure to promptly provide such notice shall not affect the indemnification provided under this Article VII Section 7.1 except to the extent that the Indemnifying Party has been actually prejudiced as a result of such failure. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, promptly after the Indemnified Party’s receipt thereof, copies of all documents (including court papers) received by the Indemnified Party relating to the Third such Third-Party Claim.

Procedures Relating to Indemnification for Third Party Claims. (a) Notice of Third Party Claim. In order for a party (an “Claim Indemnified Party”) Party to be entitled to any indemnification under this Article VII in respect of Losses arising out of or involving a claim or demand made by any Person other than Purchaser or Seller against a Purchaser Indemnified Party or a Seller S Third Party Claim Indemnified PartyParty must, as applicable (a “promptly after its receipt of notice of the commencement of such Third Party Claim”), the Indemnified Party must notify the party from whom indemnification is sought under this Article VII (the “Indemnifying Party”) promptly in writing (including in such notice a brief description of the Third Party Party Claim, including damages sought or estimated, to the extent actually known or reasonably capable of estimation by the Indemnified Party); provided, however, that the failure to promptly provide such notice shall not affect the indemnification provided under this Article VII except to the extent that the Indemnifying Party has been actually prejudiced as a result of such failure. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, promptly after the Indemnified Party’s receipt thereof, copies of all documents (including court papers) received by the Indemnified Party relating to the such Third Party Claim.. (b)

Procedures Relating to Indemnification for Third Party Claims. (ai) Notice of Third Party Claim. In order for a party Party (an the “Indemnified Party”) to be entitled to any indemnification provided for under this Article VII Agreement in respect of Losses arising out of or involving a claim or demand made by any Person other than Purchaser or Seller against a Purchaser the Indemnified Party or a Seller Indemnified Party, as applicable (a “Third Party Claim”), the such Indemnified Party must notify the party from whom indemnification is sought under this Article VII Indemnifying Party (the “Indemnifying Party”) promptly in writing (including writing, and in such notice a brief description reasonable detail, of the Third Party ClaimClaim as promptly as reasonably possible after receipt by such Indemnified Party of notice of the Third Party Claim (stating in reasonable detail the nature of, including damages sought or estimatedand factual and legal basis for, to any such claim for indemnification, and the extent actually known or reasonably capable provisions of estimation by the Indemnified Partythis Agreement upon which such claim for indemnification is made); provided, however, provided that the failure to promptly provide give such notice notification on a timely basis shall not affect the indemnification provided under this Article VII hereunder except to the extent that the Indemnifying Party has shall have been actually prejudiced as a result of such failure. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, promptly within ten (10) calendar days after the Indemnified Party’s receipt thereof, copies of all notices, correspondence and documents (including court papers) received by the Indemnified Party relating to the Third Party Claim.