Contribution Procedure. Within fifteen (15) days after receipt by any party to this Agreement (or its representative) of notice of the commencement of any action, suit or proceeding, such party will, if a claim for contribution in respect thereof is to be made against another party (“contributing party”), notify the contributing party of the commencement thereof, but the failure to so notify the contributing party will not relieve it from any liability which it may have to any other party other than for contribution hereunder. In case any such action, suit or proceeding is brought against any party, and such party notifies a contributing party or its representative of the commencement thereof within the aforesaid 15 days, the contributing party will be entitled to participate therein with the notifying party and any other contributing party similarly notified. Any such contributing party shall not be liable to any party seeking contribution on account of any settlement of any claim, action or proceeding affected by such party seeking contribution on account of any settlement of any claim, action or proceeding affected by such party seeking contribution without the written consent of such contributing party. The contribution provisions contained in this Section 5.3.2 are intended to supersede, to the extent permitted by law, any right to contribution under the Securities Act, the Exchange Act or otherwise available. Each Underwriter’s obligations to contribute pursuant to this Section 5.3 are several and not joint.
Contribution Procedure. Within thirty (30) days after receipt by any party to this Agreement (or its representative) of notice of the commencement of any action, suit or proceeding, such party will, if a claim for contribution in respect thereof is to be made against another party (“contributing party”), notify the contributing party of the commencement thereof, but the failure to so notify the contributing party will not relieve the contributing party from any liability which it may have to any other party other than for contribution hereunder. In case any such action, suit or proceeding is brought against any party, and such party notifies a contributing party or its representative of the commencement thereof within the aforesaid thirty (30) days, the contributing party will be entitled to participate therein with the notifying party and any other contributing party similarly notified. Any such contributing party shall not be liable to any party seeking contribution on account of any settlement of any claim, action or proceeding affected by such party without the written consent of such contributing party. The contribution provisions contained in this Section 5.3.2 are intended to supersede, to the extent permitted by law, any right to contribution under the Act, the Exchange Act or otherwise available.
Contribution Procedure. Within fifteen (15) days after receipt by any party to this Agreement (or its representative) of notice of the commencement of any action, suit or proceeding, such party will, if a claim for contribution in respect thereof is to be made against another party (“contributing party”), notify the contributing party of the commencement thereof, but the failure to so notify the contributing party will not relieve it from any liability which it may have to any other party other than for contribution hereunder. In case any such action, suit or proceeding is brought against any party, and such party notifies a contributing party or its representative of the commencement thereof within the aforesaid 15 days, the contributing party will be entitled to participate therein with the notifying party and any other contributing party similarly notified. Any such contributing party shall not be liable to any party seeking contribution on account of any settlement of any claim, action or proceeding affected by such party seeking contribution on account of any settlement of any claim, action or proceeding affected by such party seeking contribution without the written consent of such contributing party. The contribution provisions contained in this Section 3(b) are intended to supersede, to the extent permitted by law, any right to contribution under the Securities Act, the Exchange Act or otherwise available. AEGIS CAPITAL CORP. By: Name: Title: Accepted and Agreed to as of the date first written above: NXT-ID, INC. By: Name: Title: Address for notice: 000 Xxxxx Xxxxx, Xxxxx X Xxxxxxxxx, XX 00000 Attention: Xxxx X. Xxxxxxx, Chief Executive Officer Fax No: 000-000-0000 Pursuant to Placement Agency Agreement between Nxt-ID, Inc. and Aegis Capital Corp.]
Contribution Procedure. Promptly after receipt by any party to this Agreement (or its representative) of notice of the commencement of any action, suit or proceeding, such party will, if a claim for contribution in respect thereof is to be made against another party (“indemnifying party”), notify the indemnifying party of the commencement thereof, but the omission to so notify the indemnifying party will not relieve it from any liability which it may have to any other party other than for contribution hereunder. In case any such action, suit or proceeding is brought against any party, and such party notifies an indemnifying party or its representative of the commencement thereof within the aforesaid fifteen days, the indemnifying party will be entitled to participate therein with the notifying party and any other Indemnifying party similarly notified. Any such indemnifying party shall not agree to a settlement or compromise of, or consent to entry of judgment with respect to, any claim, action or proceeding effected by such party without the written consent of each indemnified party unless such settlement, compromise or judgment (i) includes an unconditional release of the indemnified party from all liability arising out of such action, claim or proceeding, and (ii) does not include a statement as to or an admission of fault, culpability or a failure to act, by or on behalf of any indemnified party. The contribution provisions contained in this Section are intended to supersede, to the extent permitted by law, any right to contribution under the Act, the Exchange Act or otherwise available. The Underwriters’ obligations to contribute pursuant to this Section 5.3 are several and not joint.
Contribution Procedure. 24 6. Omitted..............................................................24 7.
Contribution Procedure. In the event the Manager calls for an Additional Capital Contribution with respect to a Series pursuant to Section 6.1(d)(i) or Section 6.1(d)(ii)(A), the Manager shall issue a written notice to all of the Members (the “Cash Notice”) setting forth a brief description of the obligation or liability to be funded and the amount of cash required from each Member with respect to such Series for such Additional Capital Contribution, which amount shall be determined pro rata in accordance with such Member’s Capital Commitment (the “Requested Amount”). The Cash Notice shall fix a due date for the contribution which shall be no less than ten (10) Business Days following the date of the Cash Notice. Each Member shall pay to such Series on or prior to the due date the Member’s Requested Amount by wire transfer of immediately available funds to the bank account designated in the Cash Notice.
Contribution Procedure. In the event the Members mutually determine to make a capital contribution to the Company pursuant to Section 6.2(b), the Company shall issue a notice to all of the Members (the “Cash Notice”) setting forth the amount of cash required from each Member (i.e., such Member’s Percentage Interest of the aggregate funds required by the Company specified in such Cash Notice) (each Member’s “Requested Amount”). Within twenty (20) Business Days following the date of the Cash Notice, each Member shall pay to the Company the Member’s Requested Amount. If the Company fails to issue any Cash Notice authorized by the first sentence of this Section 6.2(c) which is required to meet Company needs, PC Member shall have the right to issue such Cash Notice. Any funds paid by the Members to the Company pursuant to this Section 6.2(c) shall be deemed to be additional capital contributions to the Company and additional Common Interests shall be issued to each Member who makes such a payment.
Contribution Procedure. In a circumstance where responsibility for Losses arising out of any Third Party Claim is to be apportioned between Genzyme and BioMarin pursuant to Sections 11.1, 11.2, and 11.3, a Party that intends to seek partial indemnification or contribution from the other Party for any such Losses must notify the other Party as promptly as practical. The failure to deliver such notice within a reasonable time will not relieve a Party of any obligations for indemnification or contribution hereunder with respect to such Losses, except to the extent that such failure materially prejudiced the Indemnitor’s ability to defend such Third Party Claim. If the Parties agree that one Party will have responsibility for more than fifty percent (50%) of the Losses arising out of a Third Party Claim, such Party shall have the right to assume the defense of the Third Party Claim with counsel of its choice, subject to the consent of the non-Indemnifying Party, which consent will not be unreasonably withheld, delayed or conditioned; provided, however, the Party not defending the Third Party Claim shall have the right to retain its own counsel to participate in the defense of the Third Party Claim at its own expense. In the absence of such agreement, each Party seeking indemnification or contribution may defend the Third Party Claim with counsel of its choosing at its own expense, and each Party’s counsel fees and costs related to the Third Party Claim will be excluded from the Losses to be apportioned in accordance with Section 11.1, 11.2, and 11.3. No Party shall be required to contribute to or indemnify the other Party for any Losses arising out of a Third Party Claim if the claim is settled without its written consent, which consent shall not be unreasonably withheld, delayed or conditioned. Each Party, its employees and agents, shall cooperate fully with the other Party and its legal representatives in the investigation of any Third Party Claim covered by this Section 11.4.2. The Parties shall negotiate in good faith to enter into a joint defense agreement with respect to the defense of any Third Party Claim covered by this Section 11.4.2.
Contribution Procedure. (1) The Operator Employer shall issue a check in accordance with the above schedule consisting of an amount equal to coverage for the entire engagement of each Artist Employee(s) performing and employed in the Operator Employer's production and/or establishment.
Contribution Procedure. Within fifteen days after receipt by any party to this Agreement (or its representatives) of notice of the commencement of any action, suit or proceeding, such party will, if a claim for contribution in respect thereof is to be made against another party (“contributing party”), notify the contributing party of the commencement thereof, but the omission to so notify the contributing party will not relieve it from any liability which it may have to any other party other than for contribution hereunder. In case any such action, suit or proceeding is brought against any party, and such party notifies a contributing party or its representatives of the commencement thereof within the aforesaid fifteen days, the contributing party will be entitled to participate therein with the notifying party and any other contributing party
