Indemnification Request Clause Samples
Indemnification Request. In order to obtain indemnification under this Agreement, Indemnitee shall, anytime at Indemnitee’s discretion following notification by Indemnitee of the commencement of any Proceeding pursuant to Section 10(a) of this Agreement and consistent with the time period for the duration of this Agreement as set forth in Section 15 of this Agreement, submit to the Company a written request for indemnification pursuant to this Section 10(c), including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. No determination of Indemnitee’s entitlement to indemnification shall be made until such written request for a determination is submitted by Indemnitee to the Company pursuant to this Section 10(c). The failure to submit a written request to the Company will relieve the Company of its indemnification obligations under this Agreement only to the extent the Company can establish that such failure to make a written request resulted in actual prejudice to it, and the failure to make a written request will not relieve the Company from any liability which it may have to indemnify Indemnitee otherwise than under this Agreement. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board in writing that Indemnitee has requested indemnification. Upon submission of a written request for indemnification by Indemnitee pursuant to this Section 10(c), Indemnitee’s entitlement to indemnification shall be determined according to Section 11 of this Agreement.
Indemnification Request. Subsection 4.1.1.
Indemnification Request. If we make an indemnification request to you under this Section, we may permit you to control the defense, disposition or settlement of the matter at your own expenses, provided that you shall not, without our prior written consent, enter into any settlement or agree to any disposition that requires any admission of liability by "Ekhohub and its Affiliates" or imposes any conditions or obligations on "Ekhohub and its Affiliates" other than the payment of monies that are readily measurable for purposes of determining your monetary indemnification or reimbursement obligations to us. If we, in our reasonable and good faith judgment conclude that you are not capable of defending your or our interests against any Claims, then we shall have the option to control the defense in any matter or litigation through counsel of our own choosing to defend against any such Claim for which you owe "Ekhohub and its Affiliates" an indemnification, and the costs of such counsel, as well as any court costs, shall be at your expense.
Indemnification Request. When a peril occurs that could give rise to indemnification under this policy, the Insured must:
i. Notify the Institute in writing of the nature and cause of the loss, within five (5) calendar days.
ii. In addition, if premeditated or malicious damage is suspected, the Insured must immediately inform the competent authority or organism and provide any and all reasonable assistance for discovering and punishing any guilty person or persons, and for investigating or recovering the lost or indemnified property. Moreover, the Insured must take any and all actions needed to facilitate its substitution.
iii. Within fifteen (15) days after the peril or within a period of time specially conceded by the Institute in writing, the Insured must submit, at his/her own expense, a list containing an inventory, where reasonably possible, of all the articles or parts of the lost, destroyed or damaged property and the amount of said loss, destruction or damage, taking into account its compensable value at the time the event occurred, along with the details of any other insurance policy covering the property insured herein.
iv. If this information is not submitted with the specified period of time, the Institute will be entitled to cancel the claim, notifying the Insured of the same by ordinary means to the last recorded address in this policy.
v. The Insured must deliver all evidence and information concerning the indemnification request as requested, together with a sworn statement. A request or organization of documents or supporting documents by the Institute does not imply an assumption of responsibility or action of the same in the peril or afterwards.
vi. The Insured must take the necessary measures, before and after a peril, to minimize the loss, destruction or damage. In addition, he/she must use any and all reasonable means to save and preserve the property when it is threatened by a fire in neighboring properties. Any reasonable expenses incurred by the Insured to comply with this will be covered by the Institute, but in all cases the amount to be paid for this shall not exceed the amount of loss reduction effectively achieved.
vii. The Insured must conserve the damaged parts for assessment by the Institute, and as soon as the Insured has reported the peril, he/she will allow an Institute representative to inspect the affected property before making any repairs or alterations.
viii. In the case of a peril coverable under this contract, the loss of assets belongin...
Indemnification Request