Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 33 contracts
Samples: Executive Services Agreement (Uranium Energy Corp), Executive Services Agreement (Uranium Energy Corp), Market Access Services Agreement (Ardent Mines LTD)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 20 contracts
Samples: Share Exchange Agreement (TechMedia Advertising, Inc.), Share Exchange Agreement (TechMedia Advertising, Inc.), Share Exchange Agreement (Hubei Minkang Pharmaceutical Ltd.)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties heretosought, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant indemnifying Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 9 contracts
Samples: Services Agreement (Vampt America, Inc.), Services Agreement (Vampt America, Inc.), Services Agreement (Coronado Corp.)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment Consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 7 contracts
Samples: Share Exchange Agreement (Uranium Energy Corp), Share Exchange Agreement (Jackson Ventures, Inc.), Share Exchange Agreement (Lexington Resources Inc)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall will not relieve the relevant Party of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 5 contracts
Samples: Management Consulting Services Agreement (Pluris Energy Group Inc), Management Consulting Services Agreement (Pluris Energy Group Inc), Management Consulting Services Agreement (Pluris Energy Group Inc)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties heretosought, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant indemnifying Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall will not relieve the relevant Party of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 5 contracts
Samples: Consulting Services Agreement (TechMedia Advertising, Inc.), Consulting Services Agreement (TechMedia Advertising, Inc.), Corporate Consulting (TechMedia Advertising, Inc.)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment retaining of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Boomers Cultural Development, Inc.), Asset Purchase Agreement (Eagle Aero Holdings CORP), Asset Purchase Agreement (Tradeshow Marketing Co. Ltd.)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 5 contracts
Samples: Executive Services Agreement (Pulse Beverage Corp), Consultant Services Agreement (Pulse Beverage Corp), Pooling Agreement (Pure Play Media Holdings, Inc.)
Notice of Claim. In case any action is brought against an Indemnified --------------- Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 4 contracts
Samples: Share Purchase Agreement (Xinhua China LTD), Share Purchase Agreement (Sinovac Biotech LTD), Share Purchase Agreement (Xinhua China LTD)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 3 contracts
Samples: Management Agreement (Trooper Technologies Inc), Administration Agreement (Trooper Technologies Inc), Amended Corporate Services Agreement (Trooper Technologies Inc)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties heretoParties, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 3 contracts
Samples: Executive Services Agreement (Uranium Energy Corp), Consulting Services Agreement (Uranium Energy Corp), Executive Services Agreement (Uranium Energy Corp)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense defence thereof on behalf of the Indemnified Party, including the prompt employment consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defensesdefences.
Appears in 2 contracts
Samples: Exploration License Transfer Agreement (AuraSource, Inc.), Exploration Licenses Transfer Agreement (AuraSource, Inc.)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.. 4.5
Appears in 2 contracts
Samples: Pooling Agreement (Pure Play Media Holdings, Inc.), Pooling Agreement (Pure Play Media Holdings, Inc.)
Notice of Claim. In case any action is brought against an an. Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Indemnified. Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 2 contracts
Samples: Consulting Services and Option Agreement (Strategic American Oil Corp), Consulting Services and Option Agreement (Strategic American Oil Corp)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party Parties affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 2 contracts
Samples: Registration Rights Agreement (Cybermark International Corp), Exploration Rights Agreement (Azco Mining Inc)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment retaining of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Quantum Energy Inc.), Asset Purchase Agreement (Quantum Energy Inc.)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall will not relieve the relevant Party of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 1 contract
Samples: Management Consulting Services Agreement (Transax International LTD)
Notice of Claim. In case any action is brought against an Indemnified --------------- Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment Consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 1 contract
Notice of Claim. In case any action is brought against an Indemnified ------------------ Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 1 contract
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.. 7.5
Appears in 1 contract
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written written; notice of any such action of which the Indemnified indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment Consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 1 contract
Notice of Claim. In case any action is brought xx xxxxxht against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 1 contract
Samples: Executive Services Agreement (Naturally Advanced Technologies Inc)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense defence thereof on behalf of the Indemnified Party, including the prompt employment consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.defences. 7.5
Appears in 1 contract
Samples: Share Purchase Agreement (Magnus International Resources, Inc.)
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties heretoParties, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 1 contract
Notice of Claim. In case any action is brought against an Indemnified Party --------------- in respect of which indemnity may be sought against either any of the Parties hereto, the Indemnified Party will give both Parties the relevant Party hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant such Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment consulting of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant any Party hereto of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant any Party hereto of substantive rights or defenses.
Appears in 1 contract
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Indemnified. Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 1 contract
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto Company prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's ’s obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.
Appears in 1 contract
Notice of Claim. In case any action is brought against an Indemnified Party in respect of which indemnity may be sought against either of the Parties hereto, the Indemnified Party will give both Parties hereto prompt written notice of any such action of which the Indemnified Party has knowledge and the relevant Party will undertake the investigation and defense thereof on behalf of the Indemnified Party, including the prompt employment of counsel acceptable to the Indemnified Party affected and the relevant Party and the payment of all expenses. Failure by the Indemnified Party to so notify shall not relieve the relevant Party of such relevant Party's obligation of indemnification hereunder unless (and only to the extent that) such failure results in a forfeiture by the relevant Party of substantive rights or defenses.. 6.5
Appears in 1 contract
Samples: Executive Services Agreement (Miv Therapeutics Inc)
