Third Party Claim Notice. The failure to give such prompt written notice shall not, however, relieve the Indemnifying Party of its indemnification obligations, except and only to the extent that the Indemnifying Party forfeits rights or defenses by reason of such failure. The Third-Party Claim Notice shall describe the Third-Party Claim in reasonable detail, shall include copies of all material written evidence thereof and shall indicate the estimated amount, if reasonably practicable, of the Loss that has been or may be sustained by the Indemnified Party.
Third Party Claim Notice. The term “Third Party Claim Notice” has the meaning set forth in Section 9.08(a).
Third Party Claim Notice. See Section 12.4(b).
Third Party Claim Notice. In the event that any of the Indemnified Parties may seek indemnification pursuant to this Article 7 against any Indemnifying Party in connection with a Third Party Claim, such Indemnified Party that becomes aware, in any manner, of the Third-Party Claim and/or receives any official letter, notice or summons from any Person, shall send a notice to the Indemnifying Party about such Third-Party Claim, to the persons and in the manner set forth in Section 9.3 of this Agreement (“Third-Party Claim Notice”). 6.11 7.7.1
Third Party Claim Notice. The failure of the Indemnfied Party to so promptly notify the Indemnifying Party shall not relieve the Indemnifying Party of any indemnification obligation hereunder except to the extent the Indemnifying Party demonstrates that the defense of such claim or demand is materially prejudiced by the failure to give such notice, and except as provided in Sections 9.1(b) and 9.2(d). For the avoidance of doubt, any notice provided by an Indemnified Party to an Indemnifying Party pursuant to this Section 9.4(a) shall satisfy the requirements of Section 9.1(c).
Third Party Claim Notice. The Acquiror Indemnified Party or Securityholder Indemnified Party, as applicable (the “Indemnified Party”), in respect of, arising out of or involving a Loss or a claim or demand made by any person against the Indemnified Party (a “Third Party Claim”) shall deliver a written notice (a “Claim Notice”) in respect thereof to the Securityholder Representative, on behalf of the Company Securityholders, or to the Acquiror, as applicable (the “Indemnifying Party”) with reasonable promptness after receipt by such Indemnified Party of notice of the Third Party Claim, and shall provide the Indemnifying Party with such information in writing with respect thereto as the Indemnifying Party may reasonably request. The failure to deliver a Claim Notice, however, shall not release the Indemnifying Party from any of its obligations under this Article VIII except to the extent that the Indemnifying Party is materially prejudiced by such failure.
Third Party Claim Notice. The Third Party Claim Notice shall describe (if and to the extent then known) in reasonable detail the facts giving rise or that could reasonably be expected to give rise to the claim for indemnification hereunder that is the subject of the Third Party Claim Notice, the amount and the method of computation of the amount of such claim, a reference to the provision of this Agreement or any agreement, certificate or instrument executed pursuant hereto or in connection herewith upon which such claim is based and all material documentation relevant to the claim described in the Third Party Claim Notice (to the extent not previously provided under this Section 9.6). A Third Party Claim Notice shall be given promptly following the claimant's determination that facts or events are reasonably expected to give rise to a claim for indemnification hereunder; provided that the failure to give such written notice shall not relieve any Indemnitor of its obligations hereunder, except to the extent such Indemnitor is actually and materially prejudiced by such failure.
