Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' fees.
Appears in 10 contracts
Samples: Master Services Agreement, Master Services Agreement, Master Services Agreement
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesexpenses.
Appears in 6 contracts
Samples: Marketing Agreement, Production Services Agreement (Synchrony Financial), Production Services Agreement (Synchrony Financial)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' ’ fees.
Appears in 4 contracts
Samples: Master Professional Services Agreement (Mondelez International, Inc.), Master Professional Services Agreement (Mondelez International, Inc.), Professional Services Agreement (Allegheny Energy, Inc)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim for which it is obligated to indemnify the other Party hereunder within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' ’ fees.
Appears in 3 contracts
Samples: Master Information Technology Services Agreement (Invacare Corp), Master Professional Services Agreement (Accretive Health, Inc.), Master Services Agreement (Corelogic, Inc.)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend and/or settle the claim in such manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesLosses.
Appears in 3 contracts
Samples: And Purchase Agreement (Viasat Inc), Purchase Agreement (Viasat Inc), Viasat Inc
Procedure Where No Notice of Election Is Delivered. If the party which is the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall will have the right to defend the claim in such manner as it may deem appropriate. The , and the failure of the indemnitor shall promptly reimburse to deliver such Notice of Election will not affect the indemnitee for all indemnification obligations of such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesparty under this Agreement.
Appears in 3 contracts
Samples: Network Participation Agreement, Ath Network Participation Agreement (EVERTEC, Inc.), Ath Network Participation Agreement (EVERTEC, Inc.)
Procedure Where No Notice of Election Is Delivered. If the indemnitor -------------------------------------------------- does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesexpenses.
Appears in 2 contracts
Samples: License and Development Agreement (Drkoop Com), Services Agreement (Morgan Stanley Dean Witter & Co)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim for which it is obligated to indemnify the other party hereunder within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' ’ fees.
Appears in 2 contracts
Samples: Master Services Agreement, Master Services Agreement
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate. The , and the failure of the indemnitor to deliver such Notice of Election shall promptly reimburse not affect the indemnitee for all indemnification obligations of such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesParty under this Agreement.
Appears in 2 contracts
Samples: Services Agreement (Green Dot Corp), Services Agreement (Green Dot Corp)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim for which it is obligated to indemnify the other Party hereunder within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' ’ fees.
Appears in 2 contracts
Samples: Master Professional Services Agreement (Abm Industries Inc /De/), Master Professional Services Agreement (Abm Industries Inc /De/)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend or settle the claim in such manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesexpenses.
Appears in 2 contracts
Samples: Pledge Agreement (Pathnet Inc), Pathnet Inc
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate, at the reasonable cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesexpenses.
Appears in 2 contracts
Samples: Iv Agreement for Outsourcing Services (North American Van Lines Inc /De), Technology Services Agreement (Ace LTD)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate, at the reasonable cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesas they are incurred.
Appears in 2 contracts
Samples: Remote Resourcing Agreement (Prescient Applied Intelligence, Inc.), Remote Resourcing Agreement (Healthaxis Inc)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to may defend the claim in such manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesexpenses.
Appears in 2 contracts
Samples: Technology Sourcing Agreement (Synchrony Financial), Technology Sourcing Agreement (Synchrony Financial)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to Indemnified Party may defend the claim such action or proceeding in such manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee Indemnified Party for all such reasonable costs and expenses incurred by the indemniteeexpenses, including reasonable attorneys' ’ fees, demand for which may be made periodically.
Appears in 1 contract
Samples: Master Information Technology Services Agreement (Vanguard Car Rental Group Inc.)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does -------------------------------------------------- not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesexpenses.
Appears in 1 contract
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such reasonable manner as it may deem appropriateappropriate subject to the terms of this Agreement. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' fees.
Appears in 1 contract
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a timely Notice of Election relating to any claim within the required notice periodfor a Claim, the indemnitee shall have may defend and/or settle the right to defend the claim Claim in such manner as it may deem appropriate, at the cost and expense of the indemnitor, including payment of any settlement, judgment or award and the costs of defending or settling the Claim. The indemnitor shall will promptly reimburse the indemnitee upon demand for all such reasonable costs and expenses Losses suffered or incurred by the indemnitee, including reasonable attorneys' feesindemnitee as a result of or in connection with the Claim.
Appears in 1 contract
Samples: Indirect Sourcing Services Agreement (Solectron Corp)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have has the right to defend the claim in such manner as it may deem appropriate. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' fees’ fees if the indemnitor owes an indemnity obligation to the indemnitee.
Appears in 1 contract
Procedure Where No Notice of Election Is Delivered. If the indemnitor Indemnitor does not deliver a Notice of Election relating to any claim for which it is obligated to indemnify the other Party hereunder within the required notice period, the indemnitee shall have the right to defend the claim in such manner as it may deem appropriate. The indemnitor Indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' ’ and other legal fees, cost and expenses.
Appears in 1 contract
Samples: Master Professional Services Agreement (Allianz Life Variable Account B)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such reasonable manner as it may deem appropriateappropriate subject to the terms of this Agreement. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' ’ fees.
Appears in 1 contract
Samples: Master Agreement (Txu Corp /Tx/)
Procedure Where No Notice of Election Is Delivered. If the -------------------------------------------------- indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such a manner as it may deem appropriate, at the cost and expense of the indemnitor. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' feesexpenses.
Appears in 1 contract
Samples: Services Agreement (Morgan Stanley Dean Witter & Co)
Procedure Where No Notice of Election Is Delivered. If the indemnitor does not deliver a Notice of Election relating to any claim within the required notice period, the indemnitee shall have the right to defend the claim in such manner manner, as it may deem appropriate. The indemnitor shall promptly reimburse the indemnitee for all such reasonable costs and expenses incurred by the indemnitee, including reasonable attorneys' fees.
Appears in 1 contract
Samples: Information Technology Services Agreement (Amdocs LTD)