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

Procedures Relating to Indemnification for Third Party Claims. (a) If an Indemnified Party receives notice of a claim or demand made by any other person, firm, Government Entity or corporation (a “Third Party Claim”), the Indemnified Party shall provide an Indemnification Notice to the Indemnifying Party relating to the Third Party Claim as promptly as possible and in no event later than thirty (30) days after receipt by such Indemnified Party of notice of the Third Party Claim. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, within five (5) business days after the Indemnified Party’s receipt thereof, copies of all notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claim. Notwithstanding the foregoing, no delay on the part of the Indemnified Party in notifying the Indemnifying Party as required by this Section 8.4(a) shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent that) the Indemnifying Party is thereby materially prejudiced.

Appears in 1 contract

Samples: Purchase Agreement (Pentair Inc)

AutoNDA by SimpleDocs

Procedures Relating to Indemnification for Third Party Claims. (a) If an Indemnified Party receives notice of a claim or demand made by any other person, firm, Government Entity or corporation (a "Third Party Claim"), the Indemnified Party shall provide an Indemnification Notice to the Indemnifying Party relating to the Third Party Claim as promptly as possible and in no event later than thirty (30) days after receipt by such Indemnified Party of notice of the Third Party Claim. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, 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. Notwithstanding the foregoing, no delay on the part of the Indemnified Party in notifying the Indemnifying Party as required by this Section 8.4(a) shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent that) the Indemnifying Party is thereby materially prejudiced.

Appears in 1 contract

Samples: Purchase Agreement Purchase Agreement (Black & Decker Corp)

Procedures Relating to Indemnification for Third Party Claims. (ai) If In order for an Indemnified Party receives notice to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving a claim or demand made by any other person, firm, Government Entity or corporation Person against the Indemnified Party (a "Third Party Claim"), the such Indemnified Party shall must provide an Indemnification Notice to the Indemnifying Party relating to of the Third Party Claim as promptly as reasonably possible and in no event later than thirty (30) days after receipt by such Indemnified Party of notice of the Third Party Claim. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, 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. Notwithstanding ; 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 foregoing, no delay on indemnification provided hereunder except to the part of the Indemnified Party in notifying extent the Indemnifying Party shall have been actually prejudiced as required by this Section 8.4(a) shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent that) the Indemnifying Party is thereby materially prejudiceda result of such failure.

Appears in 1 contract

Samples: Asset Purchase Agreement (Giant Industries Inc)

AutoNDA by SimpleDocs

Procedures Relating to Indemnification for Third Party Claims. (a) If In order for an Indemnified Party receives notice to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving a claim or demand made by any other person, firm, Government Entity or corporation Person against the Indemnified Party (a “Third Party Claim”), the such Indemnified Party shall must provide an Indemnification Notice to the Indemnifying Party relating to of the Third Party Claim as promptly as reasonably possible and in no event later than thirty (30) days after receipt by such Indemnified Party of notice of the Third Party Claim. Thereafter, the Indemnified Party shall deliver to the Indemnifying Party, within five (5) business days Business Days after the Indemnified Party’s receipt thereof, copies of all notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claim. Notwithstanding ; provided, however, that failure to provide an Indemnification Notice, or deliver copies of all notices and documents, on a timely manner shall not affect the foregoing, no delay on the part of the Indemnified Party in notifying the Indemnifying Party as required by this Section 8.4(a) shall relieve the Indemnifying Party from any obligation indemnification provided hereunder unless (and then solely except to the extent that(i) the Indemnifying Party is thereby shall have been actually and materially prejudicedprejudiced as a result of such failure or (i) to the extent the survival period expires pursuant to Section 7.7 prior to giving such notice.

Appears in 1 contract

Samples: Contribution and Subscription Agreement (Delek Logistics Partners, LP)

Time is Money Join Law Insider Premium to draft better contracts faster.