Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 28 contracts
Samples: Stock Purchase Agreement (Remote MDX Inc), Agreement and Plan of Merger (Delias Inc), Stock Purchase Agreement (MRV Communications Inc)
Matters Involving Third Parties. (ia) If any third Person not a party shall notify to this Agreement (including, without limitation, any Party Governmental Authority) notifies any party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party party (the "Indemnifying Party") under this Section 8), then the Indemnified Party shall promptly will notify each Indemnifying Party thereof in writing; provided, however, that no writing within 15 days after receiving such notice. No delay on the part of the Indemnified Party in notifying any Indemnifying Party shall will relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 14 contracts
Samples: Agreement and Plan of Merger (Pentastar Communications Inc), Purchase Agreement (Rentx Industries Inc), Agreement and Plan of Merger (Pentastar Communications Inc)
Matters Involving Third Parties. (ia) If any third party shall notify notifies any Party (the "an “Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8Article XI, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 12 contracts
Samples: Asset Purchase Agreement (Rci Hospitality Holdings, Inc.), Asset Purchase Agreement (Rci Hospitality Holdings, Inc.), Asset Purchase Agreement (Rci Hospitality Holdings, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8ss.8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 10 contracts
Samples: Stock Purchase Agreement (Telegen Corp /Co/), Stock Purchase Agreement (Sunbelt Automotive Group Inc), Stock Purchase Agreement (Renegade Venture Nev Corp)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 9 contracts
Samples: Stock Purchase Agreement (Unisource Energy Corp), Membership Interest Purchase Agreement (Steakhouse Partners Inc), Agreement and Plan of Merger (Roper Industries Inc /De/)
Matters Involving Third Parties. (ia) If any third party shall notify any Party party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8Article 6, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudicedprejudiced by such delay.
Appears in 8 contracts
Samples: Asset Purchase Agreement (1847 Holdings LLC), Asset Purchase Agreement (Stran & Company, Inc.), Asset Purchase Agreement (1847 Goedeker Inc.)
Matters Involving Third Parties. (i) If any third party shall notify notifies any Party (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 8 contracts
Samples: Preferred Unit Purchase Agreement (Elandia International Inc.), Securities Purchase and Exchange Agreement (TerrAscend Corp.), Preferred Unit Purchase Agreement (Elandia International Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 811, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Capital Title Group Inc), Stock Purchase Agreement (Shentang International, Inc.), Stock Purchase Agreement (getpokerrakeback.com)
Matters Involving Third Parties. (ia) If any third Person not a party shall notify to this Agreement (including, without limitation, any Party Governmental Authority) notifies any party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party party (the "Indemnifying Party") under this Section 8), then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no writing within 15 days after receiving such notice. No delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 6 contracts
Samples: Purchase Agreement (Pentastar Communications Inc), Pentastar Communications Inc, Pentastar Communications Inc
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Medicalogic/Medscape Inc), Share Exchange Agreement (Clariti Telecommunications International LTD), Merger Agreement (Radio One Inc)
Matters Involving Third Parties. (i) i. If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; providedPROVIDED, howeverHOWEVER, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Rmi Net Inc), Asset Purchase Agreement (Rmi Net Inc), Asset Purchase Agreement (Rmi Net Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; providedPROVIDED, howeverHOWEVER, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Rocky Mountain Internet Inc), Asset Purchase Agreement (Rmi Net Inc), Stock Exchange Agreement (Rmi Net Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party party entitled to indemnification hereunder (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; providedPROVIDED, howeverHOWEVER, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is materially prejudiced.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Orius Corp), Stock Exchange Agreement (Orius Corp), Stock Exchange Agreement (Orius Corp)
Matters Involving Third Parties. (i) If any third party shall notify any Party party entitled to be indemnified hereunder (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party the Company or the Investor (the "Indemnifying Party") under this Section 810.4, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 6 contracts
Samples: Investment Agreement (Parkway Properties Inc), Investment Agreement (Five Arrows Realty Securities L L C), Investment Agreement (Pacific Gulf Properties Inc)
Matters Involving Third Parties. (ia) If any third party Third Party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 89, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/), Asset Purchase Agreement (Edgewater Technology Inc/De/), Asset Purchase Agreement (Edgewater Technology Inc/De/)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which that may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 5 contracts
Samples: Switch Agreement (Willis Mark), Switch Agreement (Equalnet Holding Corp), Agreement and Plan of Reorganization (First Sierra Financial Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any the other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Sequa Corp /De/), Asset Purchase Agreement (Newpark Resources Inc), Asset Purchase Agreement (Barr Pharmaceuticals Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other by the another Party (the "“Indemnifying Party") under this Section 8”), then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Gawk Inc.), Acquisition Agreement (Bergio International, Inc.), Asset Purchase Agreement (Elite Data Services, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (such notified Party, the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 89, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 5 contracts
Samples: Stock Purchase Agreement (RadTek, Inc), Stock Purchase Agreement (Canfield Medical Supply, Inc.), Stock Purchase Agreement (Key Link Assets Corp.)
Matters Involving Third Parties. (ia) If any third party shall notify any Party Acquiree Indemnified Parties (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party the Acquiror Principal Shareholder (the "“Indemnifying Party"”) under this Section 8Article XII, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 4 contracts
Samples: Share Exchange Agreement (Vb Clothing, Inc.), Share Exchange Agreement (Cactus Ventures, Inc.), Share Exchange Agreement (RPM Dental, Inc.)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 89, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Standard Microsystems Corp), Agreement and Plan of Merger (Santa Barbara Restaurant Group Inc), Agreement and Plan of Reorganization (Blagman Media International Inc)
Matters Involving Third Parties. (i) If any third party shall notify notifies any Party (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section §8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Solo Cup CO), Business Sale and Membership Interest (Penford Corp), Business Sale and Membership Interest (Penford Corp)
Matters Involving Third Parties. (ia) If any third party Third Party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 89, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Boston Edison Co), Purchase and Sale Agreement (B E C Energy), Settlement Agreement (Holyoke Water Power Co)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any the other Party (the "“Indemnifying Party"”) under this Section §8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Onstream Media CORP), Asset Purchase Agreement (Talecris Biotherapeutics Holdings Corp.), Asset Purchase Agreement (Issuer Direct Corp)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8Article VIII, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 4 contracts
Samples: Participation Interest Purchase Agreement (Mobile Telesystems Ojsc), Participation Interest Purchase Agreement (Mobile Telesystems Ojsc), Participation Interest Purchase Agreement (Mobile Telesystems Ojsc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section §8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Segmentz Inc), Stock Purchase Agreement (Segmentz Inc), Stock Purchase Agreement
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section Paragraph 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Exchange Agreement (Dover Petroleum Inc), Stock Exchange Agreement (Dover Petroleum Inc), Stock Exchange Agreement (American Uranium Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim by such Indemnified Party for indemnification against any other Party (the "Indemnifying Party") under this Section 8Agreement, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writingpromptly; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any liability or obligation hereunder unless (and then solely to the extentextent that) the Indemnifying Party thereby is prejudiceddamaged thereby.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Allscripts Inc /Il), Asset Purchase Agreement (Lahaina Acquisitions Inc), Agreement and Plan of Merger (Allscripts Inc /Il)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 811, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Grace Development Inc), Agreement and Plan of Merger (Grace Development Inc), Securities Purchase Agreement (Equicap Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 89, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Restriction Agreement (Team Inc), Stock Purchase Agreement (Team Inc), Stock Purchase Agreement (Manuel E Patrick)
Matters Involving Third Parties. (ia) If any third Third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8), then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: 1 Purchase Agreement (Certified Services Inc), Customer Assignment Agreement (Certified Services Inc), Escrow Agreement (Certified Services Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any the other Party (the "“Indemnifying Party"”) under this Section 8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; which notice shall provide reasonable detail and specificity as to the claim or proceeding and the amount of damages sought in such claim or proceeding; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Sonic Solutions/Ca/), Asset Purchase Agreement (Roxio Inc), Asset Purchase Agreement (Sonic Solutions/Ca/)
Matters Involving Third Parties. (i) If any third party shall notify any Party Purchaser (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party the Company (the "Indemnifying Party") under this Section 87, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Series E Preferred Stock Purchase Agreement (Optimark Holdings Inc), H Preferred Stock Purchase Agreement (Vie Financial Group Inc), Preferred Stock Purchase Agreement (Softbank Holdings Inc Et Al)
Matters Involving Third Parties. (ia) If any third party shall notify notifies any Party (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any the other Party (the "“Indemnifying Party"”) under this Section Article 8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is actually and materially prejudiced.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Nautilus, Inc.), Stairmaster Asset Purchase Agreement (Nautilus, Inc.), Schwinn Asset Purchase Agreement (Nautilus, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section Paragraph 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Purchase (Science Dynamics Corp), Assumption Agreement (Canterbury Information Technology Inc), Agreement (Canterbury Information Technology Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 812, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Synthenol Inc), Stock Purchase Agreement (Cape Coastal Trading Corp), Stock Purchase Agreement (Cyberspace Vita, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 810, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Blink Couture Inc.), Asset Purchase Agreement (Vitalstream Holdings Inc), Stock Purchase Agreement (TradeOn Inc.)
Matters Involving Third Parties. (ia) If any third party shall notify any Party Acquiree Indemnified Parties (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party Acquiror Principal Shareholder (the "“Indemnifying Party"”) under this Section 8Article XII, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 3 contracts
Samples: Securities Exchange Agreement (Top Gear Inc), Share Exchange Agreement (Lipidviro Tech Inc), Share Exchange Agreement (AmpliTech Group, Inc.)
Matters Involving Third Parties. (ia) If any third party shall notify any Party party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party party (the "“Indemnifying Party"”) under this Section 8Article XI, then the Indemnified Party shall promptly (and in any event within ten (10) Business Days after receiving notice of the Third Party Claim) notify each Indemnifying Party thereof in writingwriting (an “Indemnification Notice”); provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (310 Holdings, Inc.), Agreement and Plan of Merger (Brampton Crest International Inc), Agreement and Plan of Merger (Blue Mountain Resources Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 87, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Ecoland International), Stock Purchase Agreement (Morningstar, Inc.), Stock Purchase Agreement (Novus Robotics Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which may give rise to a claim by such Indemnified Party for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 8Agreement, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writingpromptly; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any liability or obligation hereunder unless (and then solely to the extentextent that) the Indemnifying Party thereby is prejudiceddamaged thereby.
Appears in 3 contracts
Samples: Plan and Agreement of Merger (Superior Consultant Holdings Corp), Stock Purchase Agreement (Superior Consultant Holdings Corp), Plan and Agreement of Merger (Superior Consultant Holdings Corp)
Matters Involving Third Parties. (ia) If any third party shall notify any either Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any the other Party (the "Indemnifying Party") under this Section 8(S) 9, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, -------- however, that no delay on the part of the Indemnified Party in notifying any ------- the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Applied Extrusion Technologies Inc /De), Asset Purchase Agreement (Applied Extrusion Technologies Inc /De), Asset Purchase Agreement (Applied Extrusion Technologies Inc /De)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8§7, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Ohio Art Co), Stock Purchase Agreement (Issuer Direct Corp), Stock Purchase Agreement (Issuer Direct Corp)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section §8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Innovative Software Technologies Inc), Stock Purchase Agreement (WellTek Inc), Stock for Stock Exchange Agreement (Intac International Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 87, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Mti Technology Corp), Stock Purchase Agreement (Jpe Inc), Share Exchange Agreement (Winwin Gaming Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Targeted Genetics Corp /Wa/), Unit Purchase Agreement (Kendle International Inc), Stock Purchase Agreement (Escalade Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8Article VIII, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Getty Images Inc), Lease (Getty Images Inc), Stock Purchase Agreement (Getty Images Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8(S)8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Merger Agreement (Radio One Inc), Merger Agreement (Radio One Inc), Share Purchase Agreement (Sonic Foundry Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any the other Party (the "Indemnifying Party") under this Section 86, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Euronet Worldwide Inc), Asset Purchase Agreement (Euronet Worldwide Inc), Asset Purchase Agreement (Interactive Magic Inc /Nc/)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8Article VIII, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 3 contracts
Samples: Exchange Agreement (Fonix Corp), Stock Purchase Agreement (New England Business Service Inc), Agreement and Plan of Merger (E Sync Networks Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which that may give rise to a claim for indemnification against any other another Party (the "“Indemnifying Party"”) under this Section 8§9, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Stanadyne Corp), Asset Purchase Agreement (Gentek Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any either Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which that may give rise to a claim for indemnification against any the other Party (the "Indemnifying Party") under this Section 8§9, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Accuray Inc), Asset Purchase Agreement (American Science & Engineering Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 8Article VI, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Geokinetics Inc), Stock Purchase Agreement (Geokinetics Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8section 9, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) extent the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Washington Homes Inc), Asset Purchase Agreement (Washington Homes Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Indemnified Party thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Publishing Co of North America Inc), Agreement and Plan of Merger (Publishing Co of North America Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"“) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 87, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Laurier International Inc), Stock Purchase Agreement (Laurier International Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which that may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay . Delay on the part of the Indemnified Party in notifying any Indemnifying Party shall not relieve the Indemnifying Party from any their obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (CVSL Inc.), Asset Purchase Agreement (Intelligent Living Inc.)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8ss. 9, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization and Merger (Be Aerospace Inc), Agreement and Plan of Reorganization and Merger (Be Aerospace Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Third-Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8Article 9, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudicedmaterially prejudiced by such delay.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Videolabs Inc), Agreement and Plan of Merger (Videolabs Inc)
Matters Involving Third Parties. (i) If any third party shall notify notifies any Party entitled to indemnification hereunder (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8§6, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Professional Diversity Network, Inc.), Asset Purchase Agreement (Professional Diversity Network, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudicedprejudiced thereby.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Icc Technologies Inc), Stock Purchase Agreement (Glacier Corp)
Matters Involving Third Parties. (ia) If any third party shall notify any Party notifies a party to this Agreement (the "‘‘Indemnified Party"’’) with respect to any matter (a "Third Party Claim") which may give rise to a claim (other than a Tax Claim) for indemnification against any other Party another party to this Agreement (the "‘‘Indemnifying Party"’’) under this Section 8Article VII, then the Indemnified Party shall promptly use reasonable efforts to notify each the Indemnifying Party thereof promptly and in writingany event within ten days after receiving any written notice from a third party; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (unless, and then solely to the extent) extent that, the Indemnifying Party thereby is prejudicedactually prejudiced thereby.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Handheld Entertainment, Inc.), Membership Interest Purchase Agreement (Handheld Entertainment, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any notifies either Party (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 810, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Atrinsic, Inc.), Asset Purchase Agreement (Brilliant Digital Entertainment Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") Parties with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party Acquiror Principal Shareholder (the "“Indemnifying Party"”) under this Section 8Article XII, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 2 contracts
Samples: Share Exchange Agreement (Sweets & Treats Inc.), Share Exchange Agreement (Sweets & Treats Inc.)
Matters Involving Third Parties. (ia) If any third party Third Party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this as provided in Section 811.01, 11.02 or 11.03, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Teamstaff Inc), Asset Purchase Agreement (Teamstaff Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any the other Party (the "“Indemnifying Party"”) under this Section 8Article 7, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof as provided in writing; §7.5 below, provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Metalico Inc), Asset Purchase Agreement (Metalico Inc)
Matters Involving Third Parties. (i) If any third party shall notify notifies any Parent Indemnified Party or any Buyer Indemnified Party (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any other Party Parent or Buyer (the "“Indemnifying Party"”) under this Section 8§7, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is actually and materially prejudiced.
Appears in 2 contracts
Samples: Separation Agreement (Wolverine World Wide Inc /De/), Purchase Agreement (Wolverine World Wide Inc /De/)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any the other Party (the "Indemnifying Party") under this Section 8ss.8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Nationsrent Inc), Asset Purchase Agreement (Accelr8 Technology Corp)
Matters Involving Third Parties. (ia) If any third party shall will notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which that may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 87, then the Indemnified Party shall will promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay . Delay on the part of the Indemnified Party in notifying any Indemnifying Party shall will not relieve the Indemnifying Party from any their obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Innuity, Inc. /Ut/), Asset Purchase Agreement (Innuity, Inc. /Ut/)
Matters Involving Third Parties. (i) i. If any third party shall notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 8ss. 8 (a "THIRD PARTY CLAIM"), then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; providedPROVIDED, howeverHOWEVER, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Acquisition Agreement (Crested Corp), Acquisition Agreement (Us Energy Corp)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any the other Party (the "Indemnifying Party") under this Section 810, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement by And (New Generation Foods Inc), Asset Purchase Agreement (Ap Pharma Inc /De/)
Matters Involving Third Parties. (ia) If any third party shall notify any Party party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party party (the "Indemnifying Party") under this Section 88.3, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (BRC Holdings Inc), Purchase and Subscription Agreement (BRC Holdings Inc)
Matters Involving Third Parties. (ia) If any third party shall notify notifies any Party (the "“Indemnified Party"”) with respect to any matter (a "the “Third Party Claim"”) which that may give rise to a claim for indemnification against any other Party party (the "“Indemnifying Party"”) under this Section 8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement (Tanger Factory Outlet Centers Inc), Agreement (Tanger Properties LTD Partnership /Nc/)
Matters Involving Third Parties. (i) If any third party shall notify any Indemnified Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under Section 5 or this Section 8, then the each Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is actually and materially prejudiced.
Appears in 2 contracts
Samples: Heller Stock Purchase Agreement (Parallel Technologies Inc), Stock Purchase Agreement (Parallel Technologies Inc)
Matters Involving Third Parties. (ia) If any third party Third Party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which that may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 89, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, provided that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudicedprejudiced thereby.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Connecticut Light & Power Co), Stock Purchase Agreement (Connecticut Light & Power Co)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section Paragraph 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudicedprejudiced by such delay.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Western Power & Equipment Corp), Agreement (E Machinery Net Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 89, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; providedPROVIDED, howeverHOWEVER, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Merger Agreement (Rocky Mountain Internet Inc), Merger Agreement (Rocky Mountain Internet Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 813, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Applied Medical Devices Inc), Stock Purchase Agreement (Smi Products Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 87, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudicedactually prejudiced by such delay.
Appears in 2 contracts
Samples: Member Interest Purchase Agreement (Armada Water Assets Inc), Member Interest Purchase Agreement (Armada Water Assets Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party party (the "Indemnifying Party") under this Section Article 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Digital Bridge Inc), Agreement and Plan of Merger (Digital Bridge Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Petroleum Place Inc), Asset Purchase Agreement (Petroleum Place Inc)
Matters Involving Third Parties. (i) a If any third Person not a party shall notify to this Agreement (including, without limitation, any Party Governmental Authority) notifies any party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party party (the "Indemnifying Party") under this Section 8), then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no writing within 15 days after receiving such notice. No delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Purchase Agreement (Pentastar Communications Inc), Pentastar Communications Inc
Matters Involving Third Parties. (i) 9.3.1 If any third party Third Party shall notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 89, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part Party of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Api Supply Agreement (Baudax Bio, Inc.), Api Supply Agreement (Recro Pharma, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify notifies any Party (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is actually and materially prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (HC2 Holdings, Inc.), Stock Purchase Agreement (HC2 Holdings, Inc.)
Matters Involving Third Parties. (i) If any third party shall notify any Party the Investor (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party the Company (the "Indemnifying Party") under this Section 86.2, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Optimark Holdings Inc), Securities Purchase Agreement (Ashton Technology Group Inc)
Matters Involving Third Parties. (ia) If any third Person not a party shall notify to this Agreement (including, without limitation, any Party Governmental Authority) notifies any party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party party (the "Indemnifying Party") under this Section 8), then the Indemnified Party shall promptly will notify each Indemnifying Party thereof in writing; provided, however, that no writing within 15 days after receiving such notice. No delay on the part of the Indemnified Party in notifying any Indemnifying Party shall will relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudicedprejudiced by such delay.
Appears in 2 contracts
Samples: Stock Purchase Agreement (American Tower Corp /Ma/), Purchase Agreement (Icg Communications Inc /De/)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 86, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Hines Holdings Inc), Stock Purchase Agreement (Worldquest Networks Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8, 9 then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Share Exchange Agreement (Clariti Telecommunications International LTD), Share Exchange Agreement (Clariti Telecommunications International LTD)
Matters Involving Third Parties. (ia) If any third party shall notify notifies any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8ARTICLE VI, then the Indemnified Party shall will promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall will relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Globus Medical Inc), Agreement and Plan of Merger
Matters Involving Third Parties. (i) If any third party shall notify any Party Person (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party Person (the "Indemnifying Party") under this Section 8ss.10, then the Indemnified Party shall promptly notify each the Indemnifying Party or its representative, as applicable, thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Iron Mountain Inc /De), Merger Agreement (Iron Mountain Inc /De)
Matters Involving Third Parties. (i) If any third party shall will notify any Party (the "“Indemnified Party"”) with respect to any matter (a "“Third Party Claim"”) which may give rise to a claim for indemnification against any other Party (the "“Indemnifying Party"”) under this Section 8, then the Indemnified Party shall will promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall will relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Find the World Interactive, Inc.), Stock Purchase Agreement (Foreclosure Solutions, Inc.)
Matters Involving Third Parties. (i) Section 9.4.1 If any third party shall notify notifies any Party (the "Indemnified Party") with respect to any matter (a "Third Third-Party Claim") which that may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8§9.4, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Epazz Inc), Asset Purchase Agreement (Epazz Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 8SECTION 7, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; providedPROVIDED, howeverHOWEVER, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Microtel International Inc), Stock Purchase Agreement (Microtel International Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party party hereto (the "Indemnifying Party") under this Section 8Article X, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Kellstrom Industries Inc), Asset Purchase Agreement (Kellstrom Industries Inc)
Matters Involving Third Parties. (i) If any third party shall notify notifies any Party (the "“Indemnified Party"”) with respect to any matter (a "Third “Third-Party Claim"”) which that may give rise to a claim for indemnification against any the other Party (the "“Indemnifying Party"”) under this Section 87, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any the Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party is thereby is actually and materially prejudiced.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Natural Alternatives International Inc), Asset Purchase Agreement (Natural Alternatives International Inc)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified PartyINDEMNIFIED PARTY") with respect to any matter (a "Third Party ClaimTHIRD PARTY CLAIM") which may give rise to a claim for indemnification against any other Party (the "Indemnifying PartyINDEMNIFYING PARTY") under this Section 87, then the Indemnified Party shall promptly notify each the Indemnifying Party thereof in writing; providedPROVIDED, howeverHOWEVER, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Assi Inc), Stock Purchase Agreement (Jacmar Companies)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (( a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8(S) 7, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Roper Industries Inc /De/), Agreement and Plan of Merger (Roper Industries Inc /De/)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8Article 9, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sunbelt Automotive Group Inc), Agreement and Plan of Merger (Sunbelt Automotive Group Inc)
Matters Involving Third Parties. (ia) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8Article VII, then the Indemnified Party shall promptly (but in any event within two months) notify each Indemnifying Party thereof in writing; provided, --------- however, that no delay on the part of the Indemnified Party in notifying any ------- Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Memry Corp), Stock Purchase Agreement (Memry Corp)
Matters Involving Third Parties. (i) If any third party shall notify any Party (the "Indemnified Party") with respect to any matter (a "Third Party Claim") which may give rise to a claim for indemnification against any other Party (the "Indemnifying Party") under this Section 8§6, then the Indemnified Party shall promptly notify each Indemnifying Party thereof in writing; provided, however, that no delay on the part of the Indemnified Party in notifying any Indemnifying Party shall relieve the Indemnifying Party from any obligation hereunder unless (and then solely to the extent) the Indemnifying Party thereby is prejudiced.
Appears in 2 contracts
Samples: Unit Purchase Agreement (Cancer Therapeutics Inc), Stock Purchase Agreement (Marquie Group, Inc.)
