Common use of Third Person Claims Clause in Contracts

Third Person Claims. (a) In order for a party to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, claim or demand (a "Third Party Claim") made by any third Person against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XI, such Indemnified Party must notify the Indemnitor in writing, and in reasonable detail, of the Third Party Claim promptly after receipt by such Indemnified Party of written notice of the Third Party Claim. Thereafter, the Indemnified Party shall deliver to the Indemnitor, promptly after the Indemnified Party's receipt thereof, copies of all notices and documents (including court papers) received by the Indemnitor relating to the Third Party Claim. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Claim, the Indemnified Party must notify the Indemnitor with a copy of the complaint promptly after receipt thereof and shall deliver to the Indemnitor promptly after the receipt of such complaint copies of notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claim.

Third Person Claims. (a) In order for a party to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XIParty, including without limitation any enforcement action any federal, state or local government agency, such Indemnified Party must notify the Indemnitor in writing, and in reasonable detail, of the Third Party Claim third Person claim promptly after receipt by such Indemnified Party of written notice of the Third Party Claimthird Person claim. Thereafter, the Indemnified Party shall promptly deliver to the Indemnitor, promptly after the Indemnified Party's receipt thereof, Indemnitor copies of all notices and documents (including court papers) received by the Indemnitor Indemnified Party relating to the Third Party Claimthird Person claim. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Claimthird Person claim, the Indemnified Party must notify the Indemnitor with a copy of the complaint promptly after receipt thereof and shall deliver to the Indemnitor promptly after the receipt of such complaint copies of notices and documents (including court papers) received by physically served upon the Indemnified Party relating to the Third third Person claim. The failure of any Indemnified Party Claimto give the Claim Notice promptly or to deliver copies of notices and documents as required by this Section 9.4 shall not affect such Indemnified Party’s rights under this Article 9 except to the extent such failure is actually prejudicial to the rights and obligations of the Indemnitor.

Third Person Claims. (a) In order for a Any party to be entitled to any seeking indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person Third Party against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XI, such Indemnified Party must shall notify the Indemnitor in writing, and in reasonable detail, of the Third Party Claim promptly claim within 10 days after receipt by such Indemnified Party of written notice of the Third Party Claimclaim. Thereafter, the Indemnified Party shall deliver to the Indemnitor, promptly within five business days after the Indemnified Party's receipt thereof, copies of all notices and documents (including court papers) received by the Indemnitor relating to the Third Party Claimclaim. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Claimclaim, the Indemnified Party must shall notify the Indemnitor with a copy of the complaint promptly within five business days after receipt thereof and shall deliver to the Indemnitor promptly within seven business days after the receipt of such complaint copies of notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claimclaim. The failure to give notice as provided in this SECTION 11.5 shall not relieve the Indemnitor of its obligations hereunder except to the extent it shall have been materially prejudiced by such failure.

Third Person Claims. (a) In order for a party an Indemnified Party to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XI(a "Third Person Claim"), such Indemnified Party must notify the Indemnitor in writing, and in reasonable detail, writing of the Third Party Person Claim promptly within 10 days after receipt by such Indemnified Party of written notice thereof. Any notice of a Third Person Claim shall contain a reference to the provision of this Agreement or any other agreement, document or instrument executed hereunder or in connection herewith upon which such claim is based, the facts giving rise to an alleged basis for the claim and (if then known) the amount of the liability asserted against the Indemnitor by reason of the claim. Following such notice of a Third Party Person Claim. Thereafter, the Indemnified Party shall deliver to the Indemnitor, promptly within five business days after the Indemnified Party's receipt thereof, copies of all notices and documents (including court papers) received by the Indemnitor Indemnified Party relating to the Third Party Claimthereto. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Person Claim, the -21- Indemnified Party must notify the Indemnitor with a copy of the complaint promptly within five business days after receipt thereof and shall deliver to the Indemnitor promptly within seven business days after the receipt of such complaint copies of notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Person Claim.

Third Person Claims. (a) In order for a party an Indemnified Party to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person against the an Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XIParty, such Indemnified Party must notify the Indemnitor in writing, and in reasonable detail, of the Third Party Claim promptly third Person claim within 10 Banking Days after receipt by such Indemnified Party of written notice of the Third Party Claimthird Person claim. Thereafter, the Indemnified Party shall deliver to the Indemnitor, promptly within 10 Banking Days after the Indemnified Party's receipt thereof, copies of all notices and documents (including court papers) received by the Indemnitor Indemnified Party relating to the Third Party Claimthird Person claim. Notwithstanding the foregoing, should a party an Indemnified Party be physically served with a complaint with regard to a Third Party Claimthird Person claim, the Indemnified Party must notify the Indemnitor with and deliver a copy of the complaint promptly within 10 Banking Days after receipt thereof and shall deliver to the Indemnitor promptly within 10 Banking Days after the receipt of such complaint copies of notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claimthird Person claim.

Third Person Claims. (a) In order for a party an Indemnified Party to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XI(a "Third Person Claim"), such Indemnified Party must notify the Indemnitor in writing, and in reasonable detail, writing of the Third Party Person Claim promptly within 10 days after receipt by such Indemnified Party of written notice thereof. Any notice of a Third Person Claim shall contain a reference to the provision of this Agreement or any other agreement, document or instrument executed hereunder or in connection herewith upon which such claim is based, the facts giving rise to an alleged basis for the claim and (if then known) the amount of the liability asserted against the Indemnitor by reason of the claim. Following such notice of a Third Party Person Claim. Thereafter, the Indemnified Party shall deliver to the Indemnitor, promptly within five business days after the Indemnified Party's receipt thereof, copies of all notices and documents (including court papers) received by the Indemnitor Indemnified Party relating to the Third Party Claimthereto. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Person Claim, the Indemnified Party must notify the Indemnitor with a copy of the complaint promptly within five business days after receipt thereof and shall deliver to the Indemnitor promptly within seven business days after the receipt of such complaint copies of notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Person Claim.

Third Person Claims. (a) In order for a party to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XIParty, such Indemnified Party must notify the Indemnitor in writing, and in reasonable detail, of the Third Party Claim third Person claim promptly after receipt by such Indemnified Party of written notice of the Third third Person claim; provided however, no delay by the Indemnified Party Claimto notify the Indemnitor shall relieve the Indemnitor from any liability or obligation hereunder unless (and then solely to the extent that) the Indemnitor can demonstrate that it was damaged by such delay). Thereafter, the Indemnified Party shall deliver to the Indemnitor, promptly after the Indemnified Party's receipt thereof, copies of all notices and documents (including court papers) received by the Indemnitor relating to the Third Party Claimthird Person claim. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Claimthird Person claim, the Indemnified Party must notify the Indemnitor with a copy of the complaint promptly after receipt thereof and shall deliver to the Indemnitor promptly after the receipt of such complaint copies of notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claimthird Person claim.

Third Person Claims. (a) In order for a party to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XIParty, such Indemnified Party must notify the Indemnitor in writing, and in reasonable detail, of the Third Party Claim third Person claim promptly after receipt by such Indemnified Party of written notice of the Third Party Claimthird Person claim. Thereafter, the Indemnified Party shall promptly deliver to the Indemnitor, promptly after the Indemnified Party's receipt thereof, Indemnitor copies of all notices and documents (including court papers) received by the Indemnitor Indemnified Party relating to the Third Party Claimthird Person claim. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Claimthird Person claim, the Indemnified Party must notify the Indemnitor with a copy of the complaint promptly after receipt thereof and shall deliver to the Indemnitor promptly after the receipt of such complaint copies of notices and documents (including court papers) received by physically served upon the Indemnified Party relating to the Third third Person claim. The failure of any Indemnified Party Claimto give the Claim Notice promptly or to deliver copies of notices and documents as required by this Section 9.4 shall not affect such Indemnified Party’s rights under this Article 9 except to the extent such failure is actually prejudicial to the rights and obligations of the Indemnitor.

Third Person Claims. (a) In order for a Any party to be entitled to any seeking indemnification provided for under this Agreement in respect of, arising out of or involving any legal proceeding, a claim or demand (a "Third Party Claim") made by any third Person against the Indemnified Party in respect of which indemnity may be sought from the Indemnitor under this Article XI, such Indemnified Party must shall notify the Indemnitor in writing, and in reasonable detail, of the Third Party Claim promptly third Person claim within 10 Business Days after receipt by such Indemnified Party of written notice of the Third Party Claimthird Person claim. Thereafter, the Indemnified Party shall deliver to the Indemnitor, promptly within 5 Business Days after the Indemnified Party's ’s receipt thereof, copies of all notices and documents (including court papers) received by the Indemnitor relating to the Third Party Claimthird Person claim. Notwithstanding the foregoing, should a party be physically served with a complaint with regard to a Third Party Claimthird Person claim, the Indemnified Party must shall notify the Indemnitor with a copy of the complaint promptly within 10 Business Days after receipt thereof and shall deliver to the Indemnitor promptly within 5 Business Days after the receipt of such complaint copies of notices and documents (including court papers) received by the Indemnified Party relating to the Third Party Claimthird Person claim. The failure to give notice or make deliveries as provided in this Section 11.5(a) shall not relieve the Indemnitor of its obligations hereunder except to the extent it shall have been prejudiced by such failure.