Termination of Indemnification Obligations. The obligations of each Party to indemnify, defend and hold harmless the other Party and other Indemnitees (a) pursuant to Sections 7.1(b) and 7.2(b) shall terminate when the applicable Survival Period expires pursuant to Section 4.4, and (b) pursuant to Sections 7.1(a), (c), (d) and (e), and Sections 7.2(a), (c) and (d) shall survive until the earlier of the expiration of the applicable statute of limitations, if any, and the sixth (6th) anniversary of the Closing Date; provided, however, that such obligations to indemnify, defend, and hold harmless shall not terminate with respect to any individual item as to which the Indemnitee shall have before the expiration of the Survival Period, made a claim by delivering a written notice (stating in reasonable detail the basis of such claim and a reasonable estimate of the amount thereof) to the Indemnitor.
Appears in 2 contracts
Samples: Product Acquisition and License Agreement (Barr Pharmaceuticals Inc), Product Acquisition and License Agreement (Shire PLC)
Termination of Indemnification Obligations. The obligations of each Party to indemnify, defend and hold harmless the other Party party and other Indemnitees (ai) pursuant to Sections 7.1(b) and 7.2(b) shall terminate when the applicable Survival Period representation or warranty expires pursuant to Section 4.4, and (bii) pursuant to Sections 7.1(a), (c), (d) and (e), and Sections 7.2(a), (c) and (d) shall survive until the earlier of the expiration of the applicable statute of limitations, if any, and the sixth (6th) anniversary of the Closing Date; provided, however, that such obligations to indemnify, defend, defend and hold harmless shall not terminate with respect to any individual item as to which the Indemnitee shall have before the expiration of the Survival Periodsurvival period, made a claim by delivering a written notice (stating in reasonable detail the basis of such claim and a reasonable estimate of the amount thereof) to the Indemnitor.
Appears in 1 contract
Samples: Product Acquisition Agreement (Kos Pharmaceuticals Inc)
Termination of Indemnification Obligations. The obligations of each Party to indemnify, defend and hold harmless the other Party and other Indemnitees (ai) pursuant to Sections 7.1(b8.1(b) and 7.2(b8.2(b) shall terminate when the applicable Survival Period representation or warranty expires pursuant to Section 4.48.3, and (bii) pursuant to Sections 7.1(a), (c), (d) and (e8.1(a), and 8.1(c) and Sections 7.2(a8.2(a), (c8.2(c) and (d8.2(d) shall survive until the earlier of the expiration of the applicable statute of limitations, if any, and the sixth (6th) anniversary of the Closing Date; provided, however, that such obligations to indemnify, defend, defend and hold harmless shall not terminate with respect to any individual item as to which the Indemnitee shall have before the expiration of the Survival Periodsurvival period, made a claim by delivering a written notice (stating in reasonable detail the basis of such claim and a reasonable estimate of the amount thereof) to the Indemnitor.
Appears in 1 contract