Examples of Defense Election Notice in a sentence
If the Indemnifying Party intends to undertake to defend an action or claim against an Indemnified Party, then the Indemnifying Party shall give a written notice (a "Defense Election Notice") to the Indemnified Party of its intention to do so within thirty (30) days of the Indemnification Notice to which such action or claim relates.
If any Indemnifying Party shall undertake to defend a claim asserted by a person not a party to this Agreement, it shall tender a notice (a "Defense Election Notice") to the Indemnified Party of its intention to do so within ten (10) business days of the Indemnification Notice to which it relates.
If Indemnitor does not deliver a Defense Election Notice to Indemnitee during the applicable Election Time Period, Indemnitee will have the right to assume responsibility for and control such defense and, without limiting Indemnitor’s obligations under Section 9.1 or 9.2, Indemnitor will reimburse Indemnitee for all costs and expenses and other Damages, including reasonable attorneys’ fees, incurred by Indemnitee in undertaking such defense.
Notwithstanding anything herein to the contrary, if the Indemnifying Party does not give a Defense Election Notice within ten (10) business days of the Indemnification Notice, the Indemnified Party shall be free, in its sole discretion, to defend, compromise, or settle the claim for which indemnification is sought, and the Indemnifying Party shall pay all Losses incurred by the Indemnified Party arising from or relating to such Losses.
If any Indemnifying Party shall undertake to compromise or defend any such asserted liability, it shall give a notice ("Defense Election Notice") to the Indemnified Party of its intention to do so within thirty (30) business days of the Indemnification Notice to which it relates.
If Indemnitor does not deliver a Defense Election Notice to Indemnitee during the applicable Election Time Period, Indemnitee will have the right to assume responsibility for and control such defense and, without limiting Indemnitor’s obligations under Section 7.1 or 7.2, Indemnitor will reimburse Indemnitee for all costs and expenses and other Damages, including reasonable attorneys’ fees, incurred by Indemnitee in undertaking such defense.
If the Purchaser shall undertake to defend a claim asserted by a Person not a party to this Agreement, it shall give a notice (a "Defense Election Notice") to the Seller of its intention to do so within twenty (20) business days of the Indemnification Notice to which it relates.
Notwithstanding anything herein to the contrary, if the Purchaser does not give a Defense Election Notice within twenty (20) business days of the Indemnification Notice, the Seller shall be free, in its sole discretion, to defend, compromise, or settle the claim for which indemnification is sought, and the Purchaser shall pay all Losses incurred by the Seller arising from or relating to such Losses.