Common use of Indemnification Process Clause in Contracts

Indemnification Process. Appgate’s obligations under this Section 9 are contingent upon the indemnified party (i) providing prompt written notice to Appgate of such Claim (provided, however, that any failure or delay in notice shall not affect any of the indemnified party’s rights hereunder except to the extent Appgate is materially prejudiced thereby), (ii) allowing Appgate to control the defense and any related settlement of any such Claim, and (iii) furnishing Appgate with reasonable assistance, at Appgate’s sole cost and expense, in the defense or settlement of any such Claim. The indemnified party shall have the right to participate in the defense of such Claim with counsel of its own choosing at its own expense. Appgate shall not enter into any settlement of any such Claim without the prior written consent of the indemnified party (such consent not to be unreasonably withheld, conditioned or delayed) if the indemnified party’s rights would be directly and materially impaired thereby. For the avoidance of doubt, any settlement that does not include a full and unconditional release of the indemnified party from any and all liability arising out of the Claim, shall be deemed to directly and materially impair the indemnified party’s rights.

Indemnification Process. AppgateCustomer’s obligations under this Section 9 4 are contingent upon the indemnified party (i) providing prompt written notice to Appgate Customer of such Claim (provided, however, that any failure or delay in notice shall not affect any of the indemnified party’s rights hereunder except to the extent Appgate Customer is materially prejudiced thereby), (ii) allowing Appgate Customer to control the defense and any related settlement of any such Claim, and (iii) furnishing Appgate Customer with reasonable assistance, at AppgateCustomer’s sole cost and expense, in the defense or settlement of any such Claim. The indemnified party shall have the right to participate in the defense of such Claim with counsel of its own choosing at its own expense. Appgate Customer shall not enter into any settlement of any such Claim without the prior written consent of the indemnified party (such consent not to be unreasonably withheld, conditioned or delayed) if the indemnified party’s rights would be directly and materially impaired thereby. For the avoidance of doubt, any settlement that does not include a full and unconditional release of the indemnified party from any and all liability arising out of the Claim, shall be deemed to directly and materially impair the indemnified party’s rights.

Indemnification Process. AppgateAppGate’s obligations under this Section 9 are contingent upon the indemnified party (i) providing prompt written notice to Appgate AppGate of such Claim (provided, however, that any failure or delay in notice shall not affect any of the indemnified party’s rights hereunder except to the extent Appgate AppGate is materially prejudiced thereby), (ii) allowing Appgate AppGate to control the defense and any related settlement of any such Claim, and (iii) furnishing Appgate AppGate with reasonable assistance, at AppgateAppGate’s sole cost and expense, in the defense or settlement of any such Claim. The indemnified party shall have the right to participate in the defense of such Claim with counsel of its own choosing at its own expense. Appgate AppGate shall not enter into any settlement of any such Claim without the prior written consent of the indemnified party (such consent not to be unreasonably withheld, conditioned or delayed) if the indemnified party’s rights would be directly and materially impaired thereby. For the avoidance of doubt, any settlement that does not include a full and unconditional release of the indemnified party from any and all liability arising out of the Claim, shall be deemed to directly and materially impair the indemnified party’s rights.

Indemnification Process. AppgateCustomer’s obligations under this Section 9 are contingent upon the indemnified party (i) providing prompt written notice to Appgate Customer of such Claim (provided, however, that any failure or delay in notice shall not affect any of the indemnified party’s rights hereunder except to the extent Appgate Customer is materially prejudiced thereby), (ii) allowing Appgate Customer to control the defense and any related settlement of any such Claim, and (iii) furnishing Appgate Customer with reasonable assistance, at AppgateCustomer’s sole cost and expense, in the defense or settlement of any such Claim. The indemnified party shall have the right to participate in the defense of such Claim with counsel of its own choosing at its own expense. Appgate Customer shall not enter into any settlement of any such Claim without the prior written consent of the indemnified party (such consent not to be unreasonably withheld, conditioned or delayed) if the indemnified party’s rights would be directly and materially impaired thereby. For the avoidance of doubt, any settlement that does not include a full and unconditional release of the indemnified party from any and all liability arising out of the Claim, shall be deemed to directly and materially impair the indemnified party’s rights.

Indemnification Process. AppgateCustomer’s obligations under this Section 9 10 are contingent upon the indemnified party (i) providing prompt written notice to Appgate Customer of such Claim (provided, however, that any failure or delay in notice shall not affect any of the indemnified party’s rights hereunder except to the extent Appgate Customer is materially prejudiced thereby), (ii) allowing Appgate Customer to control the defense and any related settlement of any such Claim, and (iii) furnishing Appgate Customer with reasonable assistance, at AppgateCustomer’s sole cost and expense, in the defense or settlement of any such Claim. The indemnified party shall have the right to participate in the defense of such Claim with counsel of its own choosing at its own expense. Appgate Customer shall not enter into any settlement of any such Claim without the prior written consent of the indemnified party (such consent not to be unreasonably withheld, conditioned or delayed) if the indemnified party’s rights would be directly and materially impaired thereby. For the avoidance of doubt, any settlement that does not include a full and unconditional release of the indemnified party from any and all liability arising out of the Claim, shall be deemed to directly and materially impair the indemnified party’s rights.

Indemnification Process. AppgateMSP’s obligations under this Section 9 4 are contingent upon the indemnified party (i) providing prompt written notice to Appgate MSP of such Claim (provided, however, that any failure or delay in notice shall not affect any of the indemnified party’s rights hereunder except to the extent Appgate MSP is materially prejudiced thereby), (ii) allowing Appgate MSP to control the defense and any related settlement of any such Claim, and (iii) furnishing Appgate MSP with reasonable assistance, at AppgateMSP’s sole cost and expense, in the defense or settlement of any such Claim. The indemnified party shall have the right to participate in the defense of such Claim with counsel of its own choosing at its own expense. Appgate MSP shall not enter into any settlement of any such Claim without the prior written consent of the indemnified party (such consent not to be unreasonably withheld, conditioned or delayed) if the indemnified party’s rights would be directly and materially impaired thereby. For the avoidance of doubt, any settlement that does not include a full and unconditional release of the indemnified party from any and all liability arising out of the Claim, shall be deemed to directly and materially impair the indemnified party’s rights.