Common use of Notice/Cooperation by Indemnitee Clause in Contracts

Notice/Cooperation by Indemnitee. Indemnitee shall, as a condition precedent to Indemnitee’s right to be indemnified or Indemnitee’s right to receive Expense Advances under this Agreement, give the Company notice in writing as soon as practicable of any Claim made against Indemnitee for which indemnification will or could be sought under this Agreement. Notice to the Company will be directed to the President or Chief Executive Officer of the Company at the address shown on the signature page of this Agreement (or such other address as the Company shall designate in writing to Indemnitee). In addition, Indemnitee will give the Company such information and cooperation as it may reasonably require and as shall be within Indemnitee’s power. The failure by Indemnitee to timely notify the Company of any Claim will not relieve the Company from any liability hereunder unless, and only to the extent that such failure results in forfeiture by the Company of substantial defenses, rights, or insurance coverage.

Notice/Cooperation by Indemnitee. The Indemnitee shall, as a condition precedent to the Indemnitee’s right to be indemnified or the Indemnitee’s right to receive Expense Advances under this Agreement, give the Company notice in writing as soon as practicable of any Claim made against the Indemnitee for which indemnification will or could be sought under this Agreement. Notice to the Company will shall be directed to the President or Chief Executive Officer of the Company at the address shown on the signature page of this Agreement (or such other address as the Company shall designate in writing to Indemnitee). In addition, the Indemnitee will shall give the Company such information and cooperation as it may reasonably require and as shall be within Indemnitee’s power. The Notwithstanding the foregoing, any failure by of Indemnitee to timely notify provide such notice to the Company shall not relieve the Company of any Claim will not relieve the Company from any liability hereunder unless, it may have to Indemnitee unless and only to the extent that such failure results in forfeiture by materially prejudices the Company of substantial defenses, rights, Company’s ability to defend or insurance coveragecontest such Claim.

Notice/Cooperation by Indemnitee. Indemnitee shall, as a condition precedent to Indemnitee’s his or her right to be indemnified or Indemnitee’s right to receive Expense Advances under this Agreement, give the Company notice in writing as soon as reasonably practicable of any Claim made or threatened to be made against Indemnitee for which indemnification is or will or could be sought under this Agreement. Notice to the Company will shall be directed to the President or Chief Executive Officer of the Company at the address shown on the signature page in Section 15 of this Agreement (or such other address as the Company shall designate in writing to Indemnitee). In addition, Indemnitee will shall give the Company such information and cooperation as it may reasonably require and as shall be within Indemnitee’s power. The failure by Indemnitee to timely notify the Company of any such Claim will not relieve the Company from any liability hereunder unless, and only to the extent that that, the Company did not otherwise learn of the Claim and such failure results in forfeiture by the Company of substantial defenses, rights, rights or insurance coverage.

Notice/Cooperation by Indemnitee. Indemnitee shall, as a condition precedent to Indemnitee’s right to be indemnified or Indemnitee’s right to receive Expense Advances under this Agreement, give the Company notice in writing as soon as practicable of any Claim made against Indemnitee for which indemnification will or could be sought under this Agreement. Notice to the Company will be directed to the President or Chief Executive Officer of the Company at the address shown on the signature page of this Agreement (or such other address as the Company shall designate in writing to Indemnitee). In addition, Indemnitee will give the Company such information and cooperation as it may reasonably require require, which is not privileged or otherwise protected from disclosure, and as shall be within Indemnitee’s reasonable power. The failure by Indemnitee to timely notify the Company of any Claim will not relieve the Company from any liability hereunder unless, and only to the extent that such failure results in forfeiture by the Company of substantial defenses, rights, or insurance coverage.

Notice/Cooperation by Indemnitee. Indemnitee shall, as a condition precedent to Indemnitee’s right to be indemnified or Indemnitee’s right to receive Expense Advances under this Agreement, give the Company notice in writing as soon as practicable of any Claim made against Indemnitee for which indemnification will or could be sought under this Agreement. Notice to the Company will be directed to the President or Chief Executive Officer of the Company at the address shown on the signature page of this Agreement (or such other address as the Company shall designate in writing to Indemnitee). In addition, Indemnitee will give the Company such information and cooperation as it may reasonably require and as shall be within Indemnitee’s power. The failure by Indemnitee to timely notify the Company of any Claim will not relieve the Company from any liability hereunder unless, and only to the extent that that, such failure results in forfeiture by the Company of substantial defenses, rights, or insurance coverage.

Notice/Cooperation by Indemnitee. Indemnitee shall, as a condition precedent to Indemnitee’s right to be indemnified or Indemnitee’s right to receive Expense Advances under this Agreement, shall give the Company notice (based upon information then available to Indemnitee) in writing as soon as practicable of any Claim made against Indemnitee for which indemnification will or could be sought under this Agreement. Notice to the Company will shall include, in reasonable detail, a description of the nature of the Claim and the facts underlying the Claim and shall be directed to the President or Chief Executive Officer of the Company at the address shown on the signature page of this Agreement (or such other address as the Company shall designate in writing to Indemnitee). In addition, Indemnitee will shall give the Company such information and cooperation as it may reasonably require and as shall be within Indemnitee’s power. The failure by Indemnitee to timely notify the Company of any Claim will not relieve the Company from any liability hereunder unless, and only to the extent that that, the Company did not otherwise learn of such Claim and such failure results in forfeiture by the Company of substantial defenses, rights, rights or insurance coverage.

Notice/Cooperation by Indemnitee. Indemnitee shall, as a condition precedent to Indemnitee’s his or her right to be indemnified or Indemnitee’s right to receive Expense Advances under this Agreement, give the Company notice in writing as soon as practicable of any Claim claim made against Indemnitee for which indemnification will or could be sought under this Agreement. Notice to the Company will shall be directed to the President or Chief Executive Officer of the Company at Company, or to the address shown on Chairman of the signature page Board of this Agreement (Directors or such other address as Secretary of the Company if Indemnitee is the Chief Executive Officer, and shall designate be given in writing to Indemnitee)accordance with the provisions of Section 11(d) below. In addition, Indemnitee will shall give the Company such information and cooperation as it may reasonably require and as shall be within Indemnitee’s power. The Notwithstanding the foregoing, any failure by of Indemnitee to provide such notice or information, or to provide such notice or information in a timely notify fashion, shall not relieve the Company of any Claim will not relieve the Company from any liability hereunder unlessthat it may have to Indemnitee, and only except to the extent that such failure results in forfeiture by actually and materially prejudices the Company interests of substantial defenses, rights, or insurance coveragethe Company.

Notice/Cooperation by Indemnitee. Indemnitee shall, as a condition precedent to Indemnitee’s right to be indemnified or Indemnitee’s right In order to receive Expense Advances and to be indemnified for Losses under this Agreement, Indemnitee shall give the Company notice in writing as soon as practicable of any Claim made against Indemnitee relating to an Indemnifiable Event for which a request for Expense Advance or for which indemnification for Losses will or could be sought under this Agreement. Notice to the Company will shall be directed to the President or Chief Executive Officer of the Company at the address shown on the signature page of this Agreement (or such other address as the Company shall designate in writing to Indemnitee). In addition, Indemnitee will shall give the Company such information and cooperation as it may reasonably require and as shall be within Indemnitee’s power. The Indemnitee’s failure by Indemnitee to timely notify so notify, provide information and otherwise cooperate with the Company shall not relieve the Company of any Claim will not relieve the Company from any liability hereunder unlessobligation that it may have to Indemnitee under this Agreement, and only except to the extent that such failure results in forfeiture by the Company of substantial defenses, rights, or insurance coverageis materially and adversely affected by such failure.