Common use of Defence of Claims Clause in Contracts

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Section 13.3 may apply, the Buyer shall notify the Supplier in writing of such fact. The Supplier shall assume the defence thereof with counsel designated by the Supplier and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that if the defendants in any such action include both the Indemnitees and the Supplier and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the Supplier, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any third party Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Sections 2.3(f) and Section 13.3 2.3(g) and 13.1 may apply, the Buyer DSO shall notify the Supplier Participant in writing of such fact. The Supplier Participant shall assume the defence thereof with counsel designated by the Supplier Participant and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that that, if the defendants in any such action include both the Indemnitees and the Supplier Participant and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the SupplierParticipant, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier Participant acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier Participant shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the IndemniteesDSO. Such notice shall be provided no later than five days (5) Business Days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Section 13.3 14.3 may apply, the Buyer AESO shall notify the Supplier Generator in writing of such fact. The Supplier Generator shall assume the defence thereof with counsel designated by the Supplier Generator and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that if the defendants in any such action include both the Indemnitees and the Supplier Generator and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the SupplierGenerator, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier Generator acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier Generator shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five days (5) Business Days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Section 13.3 14.3 may apply, the Buyer shall notify the Supplier in writing of such fact. The Supplier shall assume the defence thereof with counsel designated by the Supplier and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that if the defendants in any such action include both the Indemnitees and the Supplier and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the Supplier, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five (5) days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.Loss.‌

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any third party Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Sections 2.3(f) and Section 13.3 2.3(g) and 14.113.1 may apply, the Buyer DSO shall notify the Supplier Participant in writing of such fact. The Supplier Participant shall assume the defence thereof with counsel designated by the Supplier Participant and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that that, if the defendants in any such action include both the Indemnitees and the Supplier Participant and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the SupplierParticipant, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier Participant acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier Participant shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the IndemniteesDSO. Such notice shall be provided no later than five days (5) Business Days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.Loss.‌‌‌

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Section 13.3 10.2 may apply, the Buyer OPA shall notify the Supplier Participant in writing of such fact. The Supplier Participant shall assume the defence thereof with counsel designated by the Supplier Participant and satisfactory to the affected Indemnitees, acting reasonably; , provided, however, that that, if the defendants in any such action include both the Indemnitees and the Supplier Participant and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the SupplierParticipant, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier Participant acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier Participant shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five (5) days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.. Demand Response Program Contract Released June 23, 2006

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any third party Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Sections 2.3(f) and Section 13.3 2.3(g) and 14.113.1 may apply, the Buyer DSO shall notify the Supplier Participant in writing of such fact. The Supplier Participant shall assume the defence thereof with counsel designated by the Supplier Participant and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that that, if the defendants in any such action include both the Indemnitees and the Supplier Participant and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the SupplierParticipant, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier Participant acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier Participant shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the IndemniteesDSO. Such notice shall be provided no later than five days (5) Business Days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.

Defence of Claims. (a) ‌ Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Section 13.3 Sections 3.2 and 13.2 may apply, the Buyer OPA shall notify the Supplier Participant in writing of such fact. The Supplier Participant shall assume the defence thereof with counsel designated by the Supplier Participant and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that that, if the defendants in any such action include both the Indemnitees and the Supplier Participant and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the SupplierParticipant, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier Participant acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier Participant shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five (5) calendar days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Section 13.3 12.3 may apply, the Buyer shall notify the Supplier in writing of such fact. The Supplier shall assume the defence thereof with counsel designated by the Supplier and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that if the defendants in any such action include both the Indemnitees and the Supplier and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the Supplier, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five (5) days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, proceeding or investigation as to which the indemnity provided for in Section 13.3 11.3 may apply, the Buyer [Sponsor] shall notify the Supplier Participant in writing of such fact. The Supplier Participant shall assume the defence thereof with counsel designated by the Supplier Participant and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that if the defendants in any such action include both the Indemnitees and the Supplier Participant and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the SupplierParticipant, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier Participant acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier Participant shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five days (5) Business Days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.

Defence of Claims. (a) Promptly after receipt by the Indemnitees of any Claim or notice of the commencement of any action, administrative or legal proceeding, or investigation as to which the indemnity provided for in Section 13.3 14.3 may apply, the Buyer Sponsor shall notify the Supplier in writing of such fact. The Supplier shall assume the defence thereof with counsel designated by the Supplier and satisfactory to the affected Indemnitees, acting reasonably; provided, however, that if the defendants in any such action include both the Indemnitees and the Supplier and the Indemnitees shall have reasonably concluded that there may be legal defences available to them which are different from or additional to, or inconsistent with, those available to the Supplier, the Indemnitees shall have the right to select separate counsel satisfactory to the Supplier acting reasonably (at no additional cost to the Indemnitees) to participate in the defence of such action on behalf of the Indemnitees. The Supplier shall promptly confirm that it is assuming the defence of the Indemnitees by providing written notice to the Indemnitees. Such notice shall be provided no later than five (5) days prior to the deadline for responding to any Claim relating to any Indemnifiable Loss.