Actions Commenced Sample Clauses

Actions Commenced. If a third party commences any action or ----------------- proceeding against an indemnified party related to any of the matters subject to indemnification under subsections (a) or (b) of this Section 10, the indemnified party promptly shall notify the indemnifying party or parties in writing of the amount claimed, the commencement of, and the basis for the claim. In case any action is brought against an indemnified party and it shall notify the indemnifying party of the commencement thereof, the indemnifying party shall be entitled to participate in, and, to the extent that it so chooses, jointly with any other indemnifying party similarly notified, to assume the defense thereof, with counsel reasonably satisfactory to the indemnified party; and, after notice from the indemnifying party to the indemnified party of its election to assume the defense thereof, the indemnifying party shall not be liable for any legal or other expenses subsequently incurred by the indemnified party in connection with the defense thereof; provided, however, that if (i) the indemnifying party fails to take reasonable steps necessary to defend diligently the claim within 20 days after receiving notice from the indemnified party to the effect that the indemnified party believes it has failed to do so, (ii) the indemnified party is a defendant in any action or proceeding which also is brought against the indemnifying party and reasonably shall have concluded that there may be legal defenses available to the indemnified party which are not available to the indemnifying party, or (iii) representation of both parties by the same counsel is otherwise inappropriate under applicable standards of professional conduct, the indemnified party shall have the right to assume or continue its own defense and the indemnifying party shall be liable for any expenses therefor.
Actions Commenced. Promptly after receipt by an indemnified party under Sections 1(f)(i) or 1(f)(ii) of notice of the commencement of any action, such indemnified party will, if a claim in respect thereof is to be made

Related to Actions Commenced

  • Final Approval Hearing “Final Approval Hearing” shall mean the hearing at which the Court will consider and finally decide whether to enter the Final Judgment.

  • Negotiations Committee At all negotiations meetings with the Employer representatives for a renewal of this Agreement, the Union may be represented by a negotiations committee composed of five (5) bargaining unit members. No deduction from the regular pay of such Employees will be made for attendance at such meetings with the Employer’s representatives held during the Employee's regular working hours. The Union has the right to have up to an additional five (5) members, including Union Officers, on the Negotiating Committee at no cost to the Employer.

  • Civil Actions Except where there has been gross negligence on the part of an employee, the Employer will: (1) exempt and save harmless employees from any liability action arising from the proper performance of their duties for the Employer; and (2) assume all costs, legal fees, and other expenses arising from any such action.

  • Final Approval After Acceptance, Engineer shall perform any required modifications, changes, alterations, corrections, redesigns, and additional work necessary to receive Final Approval by the County. "Final Approval" in this sense shall mean formal recognition that the Engineering Services have been fully carried out.

  • Civil Action except where a joint Union-Employer Committee considers that there has been flagrant or wilful negligence on the part of an employee, the Employer agrees not to seek indemnity against an employee whose actions result in a judgement against the Employer. The Employer agrees to pay any judgement against an employee arising out of the performance of his/her duties. The Employer also agrees to pay any legal costs incurred in the proceedings including those of the employee.