Common use of Indemnification Procedure for Third Party Claims Clause in Contracts

Indemnification Procedure for Third Party Claims. (a) In the event that an Indemnitee becomes aware of the possibility of any claim or the commencement of any Action by a third party in respect of which indemnity may be sought under the provisions of Section 6.3(a), Section 6.16(c), Section 6.20 or this Article IX (a “Third Party Claim”), the Indemnitee shall notify the Indemnitor in writing of such Third Party Claim (such notice, a “Notice of Claim”); provided that the failure or delay in notifying the Indemnitor of such Third Party Claim will not relieve the Indemnitor of any Liability it may have to the Indemnitee except to the extent that such failure or delay causes actual harm to the Indemnitor with respect to such Third Party Claim. Any Notice of Claim shall describe the Third Party Claim in reasonable detail, shall include copies of all written 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.

Indemnification Procedure for Third Party Claims. (a) In the event that an Indemnitee becomes aware of the possibility of any claim or the commencement of any Action demand for which an Indemnitor may be liable to an Indemnitee hereunder is asserted by a third party in respect of which indemnity may be sought under the provisions of Section 6.3(a), Section 6.16(c), Section 6.20 or this Article IX (a “Third Party Claim”), the Indemnitee shall promptly notify the Indemnitor in writing of such Third Party Claim (such notice, a “Notice of ClaimClaim Notice”); , provided that the failure or delay in notifying the Indemnitor of to give such Third Party Claim notice will not relieve affect the Indemnitor of any Liability it may have to the Indemnitee indemnification obligations set forth herein except to the extent that such failure or delay causes actual harm (and only to the extent) that the Indemnitor is materially prejudiced by such failure. The Claim Notice shall state in reasonable detail the nature and basis of the Third Party Claim and the amount thereof, to the extent known, as well as the basis for indemnification sought. The Indemnitee shall enclose with the Claim Notice a copy of all relevant papers served with respect to such Third Party Claim. Any Notice of Claim shall describe the , if any, and any other documents evidencing such Third Party Claim in reasonable detail, shall include copies of all written 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 PartyClaim.