Common use of Notification of Proceeding Clause in Contracts

Notification of Proceeding. Promptly after receipt by Indemnitee of notice of the commencement or the threat of commencement of any Proceeding, Indemnitee shall notify the Company of the commencement or threat of commencement thereof. The failure to notify or promptly notify the Company shall not relieve the Company from any liability that it may have to Indemnitee otherwise than under this Agreement and shall relieve the Company from liability hereunder only to the extent the Company has been prejudiced in its defense of such Proceeding as a result of Indemnitee's failure to notify the Company.