Common use of Notice and Control of Litigation Clause in Contracts

Notice and Control of Litigation. (a) If any claim or liability is asserted in writing against a Person entitled to indemnification under this Article 13 (the “Indemnified Party”) which would give rise to a claim under this Article 13, the Indemnified Party shall notify the Person giving the indemnity (“Indemnifying Party”) in writing of the same within ten (10) business days of receipt of such written assertion of a claim or liability: provided, however, that the failure to provide such notice as so indicated shall not affect the Indemnifying Party’s obligation to indemnify and the Indemnifying Party shall have no remedy by reason of such failure except to the extent of any actual prejudice resulting from such delay. The Indemnifying Party shall have the right to defend any such claim, select the counsel and control the defense, settlement and prosecution of any litigation. If the Indemnifying Party, within ten (10) business days after notice of such claim, fails to defend such claim, the Indemnified Party will (upon further notice to the Indemnifying Party) have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the Indemnifying Party; provided, however, that such claim shall not be compromised or settled without the consent of the Indemnifying Party, which consent shall not be unreasonably withheld, conditioned or delayed.

Notice and Control of Litigation. (a) If any claim or liability is asserted in writing against a Person entitled to indemnification under this Article 13 (the “Buyer Indemnified Party”) Party which would give rise to a claim under this Article 13, the Buyer Indemnified Party shall notify the Person giving the indemnity (“Indemnifying Party”) Seller in writing of the same within ten (10) business days of receipt of such written assertion of a claim or liability: ; provided, however, that the failure to provide such notice as so indicated shall not affect the Indemnifying PartySeller’s obligation to indemnify and the Indemnifying Party Seller shall have no remedy by reason of such failure except to the extent of any actual prejudice resulting from such delay. The Indemnifying Party Seller shall have the right to defend any such claim, select the counsel and control the defense, settlement and prosecution of any litigation. If the Indemnifying PartySeller, within ten (10) business days after notice of such claim, fails to defend such claim, the Buyer Indemnified Party will (upon further notice to the Indemnifying Party) have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the Indemnifying PartySeller; provided, however, that such claim shall not be compromised or settled without the consent of the Indemnifying PartySeller, which consent shall not be unreasonably withheld, conditioned or delayed.

Notice and Control of Litigation. (a) 2.6.1 If any claim or liability is asserted in writing against a Person entitled to indemnification under this Article 13 Indemnification Agreement (the “"Indemnified Party”') which that would give rise to a claim under this Article 13Indemnification Agreement, the Indemnified Party shall notify the Person giving the indemnity (“"Indemnifying Party”") in writing of the same within ten twenty (1020) business days of receipt of such written assertion of a claim or liability: ; provided, however, that the failure to provide such notice as so indicated shall not affect the Indemnifying Party’s 's obligation to indemnify and the Indemnifying Party shall have no remedy by reason of such failure except to the extent of any actual prejudice resulting from such delay. The Indemnifying Party shall have the right to defend any such claim, select the counsel counsel, and control the defense, settlement settlement, and prosecution of any litigation. If the Indemnifying PartyParty fails, within ten (10) business days after notice of such claim, fails to defend initiate the defense of such claim, the Indemnified Party will (upon further notice to the Indemnifying Party) have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the Indemnifying Party; provided, however, that such claim shall not be compromised or settled without the consent of the Indemnifying Party, which consent shall not be unreasonably withheld, conditioned withheld or delayed.

Notice and Control of Litigation. (a) If any claim or liability is asserted in writing against a Person entitled to indemnification under this Article 13 Section 11 (the “"Indemnified Party”') which would give rise to a claim under this Article 13Section 11, the Indemnified Party shall notify the Person giving the indemnity (“"Indemnifying Party”") in writing of the same within ten (10) seven business days of receipt of such written assertion of a claim or liability: , provided, however, ; that the failure to provide such notice as so indicated shall not affect the Indemnifying Party’s 's obligation to indemnify and the Indemnifying Party shall have no remedy by reason of such failure except to the extent of any actual prejudice resulting from such delayprejudice. The Indemnifying Party shall have the right to defend any such claim, select the counsel and control the defense, settlement and prosecution of any litigation. If the Indemnifying Party, within ten (10) business days after notice of such claim, fails to defend such claim, the Indemnified Party will (upon further notice to the Indemnifying Party) have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the Indemnifying Party; provided, however, provided however that such claim shall not be compromised or settled without the consent of the Indemnifying Party, which consent shall not be unreasonably withheld, conditioned or delayed.

Notice and Control of Litigation. (a) If any claim or liability is asserted in writing against a Person entitled to indemnification under this Article 13 12 (the “Indemnified Party”) which would give rise to a claim under this Article 1312, the Indemnified Party shall notify the Person giving the indemnity (“Indemnifying Party”) in writing of the same within ten (10) business days of receipt of such written assertion of a claim or liability: ; provided, however, that the failure to provide such notice as so indicated shall not affect the Indemnifying Party’s obligation to indemnify and the Indemnifying Party shall have no remedy by reason of such failure except to the extent of any actual prejudice resulting from such delay. The Indemnifying Party shall have the right to defend any such claim, select the counsel and control the defense, settlement and prosecution of any litigation. If the Indemnifying Party, within ten (10) business days after notice of such claim, fails to defend such claim, the Indemnified Party will (upon further notice to the Indemnifying Party) have the right to undertake the defense, compromise or settlement of such claim on behalf of and for the account and risk of the Indemnifying Party; provided, however, that such claim shall not be compromised or settled without the consent of the Indemnifying Party, which consent shall not be unreasonably withheld, conditioned or delayed.