Common use of Procedure for Third Party Claims Clause in Contracts

Procedure for Third Party Claims. In the event of a third-party claim which might give rise to liability under this Agreement, the affected Party will: 8.5.1 Notify the potentially indemnifying Party promptly of any claims, with at least two-thirds (2/3) of the time to respond to the claim still pending. 8.5.2 Permit the potentially indemnifying Party to control the defence and settlement of such claims, provided that the potentially indemnifying Party will not settle or compromise any claim that requires the indemnified Party to make any admission of liability or take any actions, without the indemnified Party’s prior written consent. 8.5.3 Without limiting the foregoing, the indemnified Party will reasonably assist and cooperate with the potentially indemnifying Party, as requested by the potentially indemnifying Party and at the potentially indemnifying Party’s expense, in defending or settling the claim.