Common use of Procedures for Indemnification Clause in Contracts

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 10 contracts

Samples: Merger Agreement (Satellink Communications Inc), Merger Agreement (Satellink Communications Inc), Asset Purchase Agreement (Satellink Communications Inc)

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Procedures for Indemnification. (a) An Indemnification Claim shall be made by an the Indemnitee by delivery of a written notice declaration to the Indemnitor requesting indemnification and specifying in reasonable detail the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Crescent Banking Co), Asset Purchase Agreement (Portec Rail Products Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall will be made by an the Indemnitee by delivery of a written notice declaration to Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other relevant information as such Indemnitee shall may have concerning such Third Party Claim.

Appears in 2 contracts

Samples: Asset Purchase Agreement (MHM Services Inc), Acquisition Agreement (MHM Services Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to the Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses Losses, if known, and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other relevant information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 2 contracts

Samples: Strategic Alliance Agreement (Premiere Technologies Inc), Alliance Agreement (Premiere Technologies Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to the Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Youth Services International Inc), Stock Purchase Agreement (Youth Services International Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice declaration to the Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Air Industries Group), Stock Purchase Agreement (Air Industries Group)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee against the Indemnitor by delivery of a written notice to the Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Stock Purchase Agreement (Webmd Inc)

Procedures for Indemnification. (ai) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to the Indemnitor requesting indemnification and specifying in reasonable detail the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Spectra Systems Corp)

Procedures for Indemnification. (a) An A claim for indemnification hereunder (an "Indemnification Claim --------------- Claim") shall be made by an Indemnitee by delivery of a written notice to Indemnitor requesting indemnification and specifying in accordance with the basis on which indemnification is sought and the amount of asserted Losses Escrow Agreement and, in the case ----- of a Third Party ClaimClaim (as defined in Section 9.4), containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Certicom Corp)

Procedures for Indemnification. (a) An A claim for indemnification under Section 8 (an “ Indemnification Claim Claim”) shall be made by an Indemnitee a party by delivery of a written notice declaration to Indemnitor the other party requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party ClaimClaim (as defined in Section 10(d) hereof), containing (by attachment or otherwise) such other information as such Indemnitee the party seeking indemnity shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Purchase Agreement (American Commercial Lines Inc.)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to the Acquiror or the Indemnitor Representative, as appropriate, requesting indemnification and specifying in reasonable detail the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mohawk Industries Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to Indemnitor the Shareholders' Representative and the Escrow Agent requesting indemnification and specifying in reasonable detail the basis on which indemnification is sought (and shall include relevant documentation related to the Indemnification Claim), the amount of the asserted JDA Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Jda Software Group Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an the Indemnitee by delivery of a written notice to the Indemnitor Representative requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses claimed and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Share Transfer Agreement (Shaw Industries Inc)

Procedures for Indemnification. (a) An A claim for indemnification hereunder (herein referred to as an “Indemnification Claim”) other than a Third Party Claim shall be made by an Indemnitee by delivery of a written notice declaration to Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party ClaimLosses.

Appears in 1 contract

Samples: Asset Purchase Agreement (Jacobs Entertainment Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to the Indemnitor requesting indemnification and specifying in reasonable detail the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ade Corp)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to the Indemnitor Representative requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Asset Purchase Agreement (Premiere Technologies Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim. An Indemnification Claim may be amended from time to time until the final determination of such Indemnification Claim under the procedures set forth in this Article 15.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dorsey Trailers Inc)

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Procedures for Indemnification. (a) An Indemnification Claim shall be made by an a FSLB Indemnitee or Target Indemnitee, as the case may be, by delivery of a written notice to Indemnitor FSLB or the Shareholder(s) requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Sterling Banks Inc)

Procedures for Indemnification. (a) An A claim for indemnification hereunder ("Indemnification Claim Claim") shall be made by an Indemnitee CT or ESRN ("Indemnitee") by delivery of a written notice declaration to Indemnitor the Company or the applicable Stockholder (the "Indemnitor") requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party ClaimClaim (as defined hereinafter), containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Asset Contribution Agreement (Ct Holdings Inc)

Procedures for Indemnification. (a) 8.3.1 An Indemnification Claim shall be made promptly by an Indemnitee by delivery of a written notice to the Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses Losses, if known, and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other relevant information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Executed Agreement (Playboy Enterprises Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to Indemnitor the Indemnitors requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party ClaimLosses.

Appears in 1 contract

Samples: Technology Purchase Agreement (Red Brick Systems Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by prompt delivery of a written notice to the Indemnitor Representative requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, Damages and in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim.Claim (a "Notice of

Appears in 1 contract

Samples: Agreement and Plan of Merger (Genrad Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee the Indemnitee, promptly upon becoming aware of such Indemnification Claim, by delivery of a written notice to the Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Stock Purchase Agreement (Simcala Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee against the Indemnitors by delivery of a written notice to the Indemnitor Representative requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Webmd Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an the Indemnitee by delivery of a written notice declaration to the Indemnitor requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses Damages and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Payments Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an the Indemnitee by delivery of a written notice to the Indemnitor Representative requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such the Indemnitee shall have concerning such Third Party Claim. No Indemnification Claim or series of related claims shall be made for an amount less than $10,000.

Appears in 1 contract

Samples: Stock Purchase Agreement (Poser Business Forms Inc)

Procedures for Indemnification. (a) An Indemnification Claim shall be made by an Indemnitee by delivery of a written notice to Indemnitor requesting indemnification and specifying must specify in reasonable detail the basis on which indemnification is sought and the amount of asserted Losses and, in the case of a Third Party ClaimClaim (as hereinafter defined), containing contain (by attachment or otherwise) such other information as the Indemnitee making such Indemnitee Indemnification Claim shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Neon Systems Inc)

Procedures for Indemnification. (aa)......A claim for indemnification under this Article 11 (an "Indemnification Claim") An Indemnification Claim shall be made by an Indemnitee the Indemnified Person by delivery of a written notice declaration to Indemnitor the Indemnifying Person requesting indemnification and specifying the basis on which indemnification is sought and the amount of asserted Losses Damages and, in the case of a Third Party Claim, containing (by attachment or otherwise) such other information as such Indemnitee the Indemnified Person shall have concerning such Third Party Claim.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rollins Inc)

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