Example ContractsClausesclaims for indemnification or advancement; determination of eligibilityVariants
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Claims for Indemnification. (i) Whenever any claims shall arise for indemnification under this Agreement, the Indemnified Party shall notify the Corporation promptly and in any event within 30 days after the Indemnified Party has actual knowledge of the facts constituting the basis for such claim. The notice shall specify all facts known to the Indemnified Party giving rise to such indemnification right and the amount or an estimate of the amount of liability (including estimated expenses) arising therefrom.

Claims for Indemnification. (i) Whenever any claimsClaim shall arisebe made that alleges a Loss for which indemnification under this Agreement,would be payable hereunder, the Indemnified Partyparty entitled to indemnification (the “Indemnitee”) shall notify the Corporation promptly andindemnifying party (the “Indemnitor”) in any eventwriting within 30 days after the Indemnified PartyIndemnitee has actual knowledge of the facts constituting the basis for such claim.Claim (the “Notice of Claim”). The noticeNotice of Claim shall specify all facts known to the Indemnified PartyIndemnitee giving rise to such indemnification rightClaim and a detailed breakdown of the amount or an estimate of the amount of liability (including estimated expenses)the Loss arising therefrom.

Claims for Indemnification. (i) Whenever any claims shall arise for indemnification under this Agreement, theAn Indemnified Party shall notify the Corporation promptlygive Indemnitor written notice of any claim, assertion, event or proceeding by or in respect of a third party as to which such Indemnified Party may request indemnification hereunder as soon as is practicable and in any event within 30thirty (30) days afterof the time that such Indemnified Party has actual knowledgelearns of such claim, assertion, event or proceeding; provided, however, that the facts constituting the basis for such claim. The noticefailure to so notify Indemnitor shall specify all facts knownnot affect rights to indemnification hereunder except to the Indemnified Party giving rise toextent that Indemnitor is actually prejudiced by such indemnification right and the amount or an estimate of the amount of liability (including estimated expenses) arising therefrom.failure.

Claims for Indemnification. (i) Whenever any claims shall arise forA Party believing that it is entitled to indemnification under this Agreement,[Sections 11(a)-(b)])] (an “Indemnified Party”) shall give prompt written notification to the other Party (the “Indemnifying Party”) of the commencement of any Claim by a Third Party for which indemnification may be sought or, if earlier, upon the assertion of any such Claim by a third party (it being understood and agreed, however, that the failure by an Indemnified Party to give notice of a third party Claim as provided in this [Section 11(c)(i)] shall notifynot relieve the Corporation promptlyIndemnifying Party of its indemnification obligation under this Agreement except and in any event within 30only to the extent that such Indemnifying Party is actually materially prejudiced as a result of such failure to give notice). Within thirty (30) days after delivery of such notification, the IndemnifiedIndemnifying Party has actual knowledge of the facts constituting the basis for such claim. Themay, upon written notice shall specify all facts knownthereof to the Indemnified Party giving rise to such indemnification right and the amount or an estimateParty, assume control of the amountdefense of liability (including estimated expenses) arising therefrom.such Claim with counsel reasonably satisfactory to the Indemnified Party. If a Party believes that a Claim presented to it for indemnification is one as to which the Party

ClaimsRequest for Indemnification. (i) Whenever any claims shall arise for indemnification under this Agreement, the Indemnified PartyIndemnification and Indemnification Payments. Indemnitee shall notify the CorporationCompany promptly in writing upon receiving notice of any demand, judgment or other requirement for payment that Indemnitee reasonably believes to be subject to indemnification under the terms of this Agreement, and in any event within 30shall request payment thereof by the Company. Indemnification payments requested by Indemnitee under [Section 3] hereof shall be made by the Company no later than 60 days after the Indemnified Party has actual knowledgereceipt of the facts constitutingwritten request of Indemnitee. Claims for advancement of expenses shall be made under the basis for such claim. The notice shall specify all facts known to the Indemnified Party giving rise to such indemnification right and the amount or an estimateprovisions of the amount of liability (including estimated expenses) arising therefrom.[Section 7] herein.

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