Common use of Third Party Claim Procedures Clause in Contracts

Third Party Claim Procedures. (a) The party seeking indemnification under Section 11.02 or Section 11.03 (the “Indemnified Party”) agrees to give prompt notice in writing to the party against whom indemnity is to be sought (the “Indemnifying Party”) of the assertion of any claim or the commencement of any suit, action or proceeding by any third party against the Indemnified Party (a “Third Party Claim”) in respect of which indemnity may be sought under such Section. Such notice shall set forth in reasonable detail such Third Party Claim and the basis for indemnification (taking into account the information then available to the Indemnified Party) and attach a copy of any summons, complaint or other pleading served upon the Indemnified Party. The failure to so notify the Indemnifying Party shall not relieve the Indemnifying Party of its obligations hereunder, except to the extent such failure shall have materially prejudiced the Indemnifying Party.

Appears in 1 contract

Samples: Share Purchase Agreement (Cninsure Inc.)

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Third Party Claim Procedures. (a) The party seeking indemnification under Section 11.02 or Section 11.03 (the “Indemnified Party”) agrees to give prompt notice in writing (a “Claim Notice”) to the party against whom indemnity is to be sought (the “Indemnifying Party”) of the assertion of any claim or the commencement of any suit, action or proceeding by any third party against the Indemnified Party (a “Third Party Claim”) in respect of which indemnity may be sought under such Section. Such notice The Claim Notice shall set forth in reasonable detail such Third Party Claim and Claim, the basis for indemnification and the amount claimed (taking into account the information then available to the Indemnified Party) Party and attach a copy which amount shall not be conclusive of any summons, complaint or other pleading served upon the Indemnified Partyfinal amount of the Third Party Claim). The failure to so notify the Indemnifying Party shall not relieve the Indemnifying Party of its obligations hereunder, except to the extent such failure shall have materially adversely prejudiced the Indemnifying PartyParty or the defense available to the Indemnifying Party with respect to such Third Party Claim.

Appears in 1 contract

Samples: Stock Purchase Agreement (Freeport-McMoran Inc)

Third Party Claim Procedures. (a) The party seeking indemnification under Section 11.02 9.02(a), Section 9.03 or Section 11.03 9.04 (the “Indemnified Party”) agrees to give prompt notice in writing to the party against whom indemnity is to be sought (the “Indemnifying Party”) of the assertion of any claim or the commencement of any suit, action or proceeding by any third party against the Indemnified Party (a “Third Third-Party Claim”) in respect of which indemnity may be sought under such Section. Such notice shall set forth in reasonable detail detail, to the extent then known, the facts and circumstances of such Third Third-Party Claim and the basis for indemnification in respect thereof (taking into account the information then available to the Indemnified Party) and attach a copy of any summons, complaint or other pleading served upon ). The Indemnified Party shall also provide the Indemnified PartyIndemnifying Party with such additional information with respect to such Third-Party Claim as the Indemnifying Party may reasonably request. The failure of the Indemnified Party to so notify the Indemnifying Party or provide such additional information shall not relieve the Indemnifying Party of its obligations hereunder, except to the extent such failure shall have materially prejudiced the Indemnifying Party.

Appears in 1 contract

Samples: Merger Agreement (Symbion Inc/Tn)

Third Party Claim Procedures. (a) The party seeking indemnification under Section 11.02 or Section 11.03 (the “Indemnified Party”) agrees to give prompt notice in writing to the party against whom indemnity is to be sought (the “Indemnifying Party”) of the assertion of any claim or the commencement of any suit, action or proceeding by any third party against the Indemnified Party (a “Third Party Claim”) in respect of which indemnity may be sought under such Section. Such notice shall set forth in reasonable detail such Third Party Claim and the basis for indemnification (taking into account the information then available to the Indemnified Party) and attach a copy of any summons, complaint or other pleading served upon the Indemnified Party). The failure to so notify the Indemnifying Party shall not relieve the Indemnifying Party of its obligations hereunder, except to the extent such failure shall have materially prejudiced adversely impacted the Indemnifying Party. The Indemnified Party shall provide the Indemnifying Party with such additional information with respect to such Third Party Claim as the Indemnifying Party may reasonably request.

Appears in 1 contract

Samples: Stock Purchase Agreement (Chemtura CORP)

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Third Party Claim Procedures. (a) The party seeking indemnification under Section 11.02 or Section 11.03 (the “Indemnified Party”) agrees to give prompt notice in writing to the party against whom indemnity is to be sought (the “Indemnifying Party”) of the assertion of any claim or the commencement of any suit, action or proceeding Action by any third party against the Indemnified Party (a “Third Party Claim”) in respect of which indemnity may be sought under such Section. Such notice shall set forth in reasonable detail such Third Party Claim and the basis for indemnification (taking into account the information then available to the Indemnified Party) and attach a copy of any summons, complaint or other pleading served upon the Indemnified Party). The failure to so notify the Indemnifying Party shall not relieve the Indemnifying Party of its obligations hereunder, except to the extent such failure shall have materially adversely prejudiced the Indemnifying Party. The Indemnified Party shall provide the Indemnifying Party with such additional information with respect to such Third Party Claim as the Indemnifying Party may reasonably request.

Appears in 1 contract

Samples: Asset Purchase and Contribution Agreement (Chemtura CORP)

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