Common use of Indemnification Claim Procedures Clause in Contracts

Indemnification Claim Procedures. (i) In order for Philips or its affiliates or their respective Representatives (each a “Philips Indemnified Party”), or alternatively, for the Company or its affiliates or their respective Representatives (each, together with each Philips Indemnified Party, an “Indemnified Party”), to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any Damages or any claims or demands made by any person against such Indemnified Party (a “Third Party Claim”), such Indemnified Party shall deliver notice thereof to the Company or Philips, as applicable (the “Indemnifying Party”) with reasonable promptness after receipt by such Indemnified Party of notice of the Third Party Claim and shall provide the Indemnifying Party with such information with respect thereto as the Indemnifying Party may reasonably request. The failure to provide such notice, however, shall not release the Indemnifying Party from any of its obligations under this Section 5 except to the extent that the Indemnifying Party is materially prejudiced by such failure.

Appears in 3 contracts

Samples: Exchange Agreement, Exchange Agreement (Koninklijke Philips Electronics Nv), Exchange Agreement (Lighting Science Group Corp)

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Indemnification Claim Procedures. (i) In order for Philips Holdings or its affiliates or their respective Representatives (each a “Philips Holdings Indemnified Party”), or alternatively, for the Company or its affiliates or their respective Representatives (each, together with each Philips Holdings Indemnified Party, an “Indemnified Party”), to be entitled to any indemnification provided for under this Agreement in respect of, arising out of or involving any Damages or any claims or demands made by any person against such Indemnified Party (a “Third Party Claim”), such Indemnified Party shall deliver notice thereof to to, respectively, the Company or Philips, as applicable Holdings (the “Indemnifying Party”) with reasonable promptness after receipt by such Indemnified Party of notice of the Third Party Claim and shall provide the Indemnifying Party with such information with respect thereto as the Indemnifying Party may reasonably request. The failure to provide such notice, however, shall not release the Indemnifying Party from any of its obligations under this Section 5 6 except to the extent that the Indemnifying Party is materially prejudiced by such failure.

Appears in 1 contract

Samples: Exchange Agreement (Lighting Science Group Corp)

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