Common use of Termination of Indemnification Clause in Contracts

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) pursuant to Section 7.1 and Section 7.2 shall terminate when the applicable representation or warranty terminates pursuant to Section 7.6; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party a party hereto pursuant to Sections 8.1, 8.2 (i) other than 8.2(c)), 8.3 and 8.4 shall terminate upon the termination of the relevant representation, warranty or pre-closing agreement pursuant to Section 7.1 and Section 7.2 shall terminate when the applicable representation or warranty terminates pursuant to Section 7.63.6; provided, however, that such obligations obligation to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Personindemnifying party.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) any party pursuant to Section 7.1 and Section 7.2 8.03 shall terminate when upon the expiration of the applicable representation or warranty terminates pursuant to Section 7.6statute of limitations; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a good faith claim by delivering a written notice thereof of such claim in writing (stating in reasonable detail the basis of such claim) (a “Claim Notice”) pursuant to Section 8.06 or Section 8.07 to the Indemnifying Personparty to obligated to provide the indemnification.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) pursuant to Section 7.1 and 8.1 or Section 7.2 8.2, as applicable, shall terminate when the applicable representation or warranty terminates pursuant to as specified in Section 7.69.2; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person a Party seeking or entitled to be indemnified indemnity shall have, before the expiration of the applicable period, previously made delivered a notice of such claim by delivering a written notice thereof in writing (stating in reasonable detail the basis of such claim) (a “Claim Notice”) pursuant to the Indemnifying PersonSection 8.1 or Section 8.2.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto pursuant to Sections 8.1, 8.2, 8.3 and 8.4 shall terminate upon the termination of the relevant representation, warranty or pre-closing agreement pursuant to Section 7.1 and Section 7.2 shall terminate when the applicable representation or warranty terminates pursuant to Section 7.64.3; provided, however, that such obligations obligation to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Personindemnifying party.

Termination of Indemnification. The Indemnifying Party’s obligations to indemnify and hold harmless an the Indemnified Party (i) pursuant to Section 7.1 and Section 7.2 shall terminate when the applicable representation representation, warranty or warranty covenant under which such claim for indemnification arises terminates pursuant to Section 7.68.7; provided, however, that such obligations obligation to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified Indemnified Party shall have, have in good faith before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) claim (a “Claim Notice”in accordance with the terms of Section 8.5) to the Indemnifying PersonParty.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto, pursuant to Section 7.1 Sections 9.1(a) and Section 7.2 9.2(a), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.69.6; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) any party pursuant to Section 7.1 and Section 7.2 5.01 or 5.02 shall terminate when the applicable representation representation, warranty, covenant or warranty agreement terminates pursuant to Section 7.65.03; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof of such claim (stating in reasonable detail the basis of such claim) (a “Claim Notice”) pursuant to Section 5.07 to the Indemnifying Personparty to be providing the indemnification.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) pursuant to Section 7.1 12.2(a) and Section 7.2 12.3(a) shall terminate when the applicable representation or warranty terminates pursuant to Section 7.612.1; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter as to which the Person to be indemnified (or its Representative) shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating delivered in reasonable detail the basis of such claim) (a “Claim Notice”) accordance with this Article XII to the Indemnifying PersonParty.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) Person pursuant to Section 7.1 Sections 6.1 and Section 7.2 6.2 shall terminate when the applicable representation representation, warranty or warranty covenant terminates pursuant to Section 7.66.6; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto pursuant to Section 7.1 Sections 10.1(a) and Section 7.2 10.2(a), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.610.6; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto, pursuant to Section 7.1 Sections 10.1(a) and Section 7.2 10.2(a), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.610.6; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto, pursuant to Section 7.1 Sections 10.1(a) and Section 7.2 10.2(a), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.610.6; providedPROVIDED, howeverHOWEVER, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) any person pursuant to Section 7.1 and Section 7.2 10.01(a)(i), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.611.02; provided, however, that such 52 obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a bona fide claim by delivering a written notice thereof of such claim (stating in reasonable detail the basis of such claim) (a “Claim Notice”) pursuant to Section 10.05 to the Indemnifying Personparty that is required to provide the indemnification.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto, pursuant to Section 7.1 Sections 10.1(a) and Section 7.2 10.2(a), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.610.8; providedPROVIDED, howeverHOWEVER, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) any Person pursuant to Section 7.1 and Section 7.2 Sections 10.2.1, 10.2.2 or 10.3 hereof shall terminate when the applicable representation or warranty or covenant terminates pursuant to Section 7.610.1 hereof; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person to be indemnified shall have, before the expiration of the applicable period, previously made a bona fide claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) claim to the Indemnifying Personindemnifying party.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) any party, pursuant to Section 7.1 and Section 7.2 6.01 or 6.02, shall terminate when the applicable representation or warranty terminates pursuant to Section 7.66.05; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) claim pursuant to Section 6.04 to the Indemnifying Personparty to be providing the indemnification.

Termination of Indemnification. The obligations to indemnify and hold ------------------------------ harmless an Indemnified Party (i) a party hereto, pursuant to Section 7.1 Sections 9.1(a) and Section 7.2 9.2(a), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.69.8; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) any party pursuant to Section 7.1 and Section 7.2 8.02(a)(i) or 8.03(i) shall terminate when the applicable representation or warranty terminates pursuant to Section 7.68.06(a); provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) claim pursuant to Section 8.05 to the Indemnifying Personparty to be providing the indemnification.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto, pursuant to Section 7.1 Sections 9.1(a) and Section 7.2 9.2(a), shall terminate when the applicable representation or warranty terminates pursuant to Section 7.69.8; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Person.

Termination of Indemnification. The obligations to indemnify and hold harmless an Indemnified Party (i) a party hereto pursuant to Section 7.1 and Section 7.2 this Article VIII shall terminate when the applicable representation or warranty terminates pursuant to Section 7.68.06; provided, however, that such obligations to indemnify and hold harmless shall not terminate with respect to any specific matter item as to which the Person person to be indemnified shall have, before the expiration of the applicable period, previously made a claim by delivering a written notice thereof (stating in reasonable detail the basis of such claim) (a “Claim Notice”) to the Indemnifying Personindemnifying person. ARTICLE IX TERMINATION 9.