Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIM"), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice under Section 8.8 and upon giving notice to the Indemnified Party within five calendar days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Samples: Share Purchase Agreement, Share Purchase Agreement (Immersion Corp)
Defense of Third Party Claim. (1a) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIMThird Party Claim"), then the Indemnifying Party shall have the right, at its expense, after receipt of the Indemnified Party's notice under Section 8.8 9.7 and upon giving notice to the Indemnified Party within five calendar days 20 Business Days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Defense of Third Party Claim. (1a) If Subject to Sections 9.3(g) and 9.3(i), if any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIM"“Third Party Claim”), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's ’s notice under Section 8.8 10.5 and upon giving notice to the Indemnified Party within five calendar 20 days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Samples: Share Purchase Agreement (ADT Inc.)
Defense of Third Party Claim. (1a) If any legal proceeding Proceeding shall be instituted or any claim Claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIM"“Third Party Claim”), then the Indemnifying Party shall have the right, after receipt of the Indemnification Notice form the Indemnified Party's notice under Section 8.8 Party and upon giving notice to the Indemnified Party within five calendar fifteen (15) days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Samples: Share Purchase Agreement
Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIM"“Third Party Claim”), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's ’s notice under Section 8.8 12.4 and upon giving written notice to the Indemnified Party within five calendar 10 days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Samples: Merger Agreement
Defense of Third Party Claim. (1) 6.5.1 If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIM"“Third Party Claim”), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's ’s notice under Section 8.8 6.4 and upon giving notice to the Indemnified Party within five ten (10) calendar days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, selection provided that:that the Indemnified Party shall at all times have the right to fully participate in the defense at its own expense.
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Samples: Asset Purchase Agreement
Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIM"), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice under Section 8.8 8.6 and upon giving notice to the Indemnified Party within five 10 calendar days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
Appears in 1 contract
Samples: Share Purchase Agreement (Display Technologies Inc)
Defense of Third Party Claim. (1a) If any legal proceeding a Third Party Claim shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIM")Party, then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice under Section 8.8 Indemnification Notice and upon giving written notice to the Indemnified Party within five calendar sixty (60) days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
Appears in 1 contract
Samples: Share Purchase Agreement (Liminal BioSciences Inc.)
Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIMThird Party Claim"), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice under Section 8.8 10.4 and upon giving notice to the Indemnified Party within five thirty (30) calendar days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Samples: Asset Purchase Agreement (Cable Design Technologies Corp)
Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIMThird Party Claim"), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice under Section 8.8 7.4 and upon giving notice to the Indemnified Party within five 30 calendar days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIMThird Party Claim"), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice under Section 8.8 10.4 and upon giving notice to the Indemnified Party within five calendar thirty (30) days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Defense of Third Party Claim. (1a) If any legal proceeding shall be instituted or any claim Claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIMThird Party Claim"), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice Indemnification Notice under Section 8.8 9.6 and upon giving notice to the Indemnified Party within five calendar thirty (30) days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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Samples: Share Purchase Agreement (Liminal BioSciences Inc.)
Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party for which indemnification is provided herein (each a "THIRD PARTY CLAIM"“Third Party Claim”), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's ’s notice under Section 8.8 5.4 and upon giving notice to the Indemnified Party within five ten (10) calendar days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
Appears in 1 contract
Samples: Purchase and Sale Agreement
Defense of Third Party Claim. (1) If any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Indemnified Party (each a "THIRD PARTY CLAIMThird Party Claim"), then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's notice under Section 8.8 11.5 and upon giving notice to the Indemnified Party within five thirty (30) calendar days of such receipt, to defend the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
Appears in 1 contract
Samples: Asset Purchase Agreement (Zarlink Semiconductor Inc)
Defense of Third Party Claim. (1) If 9.5.1 In the event of any legal proceeding shall be instituted or any claim or demand shall be asserted by a third party against the Third Party Claim for which an Indemnified Party (each a "THIRD PARTY CLAIM")is entitled to be indemnified hereunder, then the Indemnifying Party shall have the right, after receipt of the Indemnified Party's ’s notice under Section 8.8 9.4 and upon giving notice to the Indemnified Party within five ten (10) calendar days of such receipt, to defend and, subject to Section 9.5.2, compromise or settle the Third Party Claim at its own cost and expense with counsel of its own selection, provided that:
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