Common use of Handling of Claims Clause in Contracts

Handling of Claims. If any third party claim is asserted in circumstances which give or may give rise to a right of indemnification under this Article 5, the Party against whom the claim is asserted shall forthwith give written notice thereof to the other Parties, and the Parties shall consult and cooperate in respect thereof in determining whether the claim and any legal proceedings relating thereto should be resisted, compromised or settled. Each Party shall make available to the others all information in its possession or to which it has access and which it is legally entitled to disclose which is or may be relevant to the claim. No such claim shall be settled or compromised without the written consent of the indemnifying Party hereunder, which consent shall not be unreasonably withheld. If any claim relates exclusively to a matter for which only one Party is liable, and in respect of which there is no right of indemnification hereunder, such Party shall have exclusive conduct of the claim and all legal proceedings relating thereto.