Notice of Indemnification. A party seeking indemnification pursuant to the Agreement (an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall give prompt notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “Indemnifying Party”); provided, however, that failure to give prompt notice shall not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 7 contracts
Samples: Master Terms, Master Terms, Master Terms for Smartcompliance
Notice of Indemnification. A party seeking indemnification pursuant to the Agreement this Section 9 (an “"Indemnified Party”") from or against the assertion of any claim by a third person (a “"Third Person Assertion”") shall give prompt notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “`Indemnifying Party”"); provided, however, that failure to give prompt notice shall not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 3 contracts
Samples: Distribution and Marketing Agreement (Evergreen Solar Inc), Distribution and Marketing Agreement (Evergreen Solar Inc), Distribution and Marketing Agreement (Evergreen Solar Inc)
Notice of Indemnification. A party seeking indemnification pursuant to the Agreement (an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall give prompt notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “Indemnifying Party”); provided, however, that failure to give prompt notice shall not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 2 contracts
Samples: Master Terms, trackx.com
Notice of Indemnification. A party seeking indemnification pursuant to the this Agreement (an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall will give prompt notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “Indemnifying Party”); provided, however, that failure to give prompt notice shall will not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure)hereunder.
Appears in 2 contracts
Samples: National Consulting Agreement (Source Atlantic, Inc.), National Consulting Agreement (Source Atlantic, Inc.)
Notice of Indemnification. A party seeking indemnification pursuant ------------------------- to the Agreement this Article (an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall will give prompt notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “Indemnifying Party”); provided, however, provided that failure to give prompt notice shall -------- will not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 2 contracts
Samples: Strategic Business Agreement (Altavista Co), Strategic Business Agreement (Altavista Co)
Notice of Indemnification. A party seeking indemnification pursuant to the Agreement this Section 11 (an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall will give prompt written notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “Indemnifying Party”); provided, howeverh owever, that failure to give prompt written notice shall will not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 1 contract
Notice of Indemnification. A party seeking indemnification pursuant to the Agreement this Section II (an “"Indemnified Party”") from or against the assertion of any claim by a third person Person (a “"Third Person Assertion”") shall will give prompt notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “"Indemnifying Party”"); provided, however, that failure to give prompt notice shall will not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 1 contract
Samples: Content Provider and Services Agreement (Corpas Investments Inc)
Notice of Indemnification. A party Party seeking indemnification pursuant to the Agreement (this Section 5 ( an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall give prompt notice (a “Notice of Claim”) to the party Party from whom indemnification is sought (the “Indemnifying Party”); provided, however, that failure to give prompt notice shall not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 1 contract
Samples: Agreement (GTC Biotherapeutics Inc)
Notice of Indemnification. A party Party seeking indemnification pursuant to the Agreement this Article (an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall will give prompt notice (a “Notice of Claim”) to the party Party from whom indemnification is sought (the “Indemnifying Party”); provided, however, that failure to give prompt notice shall will not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 1 contract
Notice of Indemnification. A party Party seeking indemnification pursuant to the Agreement this Section 9 (an “"Indemnified Party”") from or against the assertion of any claim by a third person (a “"Third Person Assertion”") shall give prompt notice (a “Notice of Claim”) to the party Party from whom indemnification is sought (the “"Indemnifying Party”"); provided, however, that failure to give prompt notice shall not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 1 contract
Samples: Execution Copy Technology License Agreement (Telehublink Corp)
Notice of Indemnification. A party seeking indemnification pursuant to the Agreement this Section 7 (an “Indemnified Party”) from or against the assertion of any claim by a third person (a “Third Person Assertion”) shall give prompt notice (a “Notice of Claim”) to the party from whom indemnification is sought (the “Indemnifying Party”); provided, however, that failure to give prompt notice shall not relieve the Indemnifying Party of any liability hereunder (except to the extent the Indemnifying Party has suffered actual material prejudice by such failure).
Appears in 1 contract
