Lawsuits; Settlements. (i) Commence a Legal Proceeding other than (A) in such cases where the Company in good faith determines that failure to commence suit would result in the material impairment of a valuable aspect of the Business (provided, that the Company consults with Parent prior to the filing of such a suit), or (B) for a breach of this Agreement or (ii) settle or agree to settle any pending or threatened Legal Proceeding;
Appears in 2 contracts
Sources: Merger Agreement (Relay Therapeutics, Inc.), Merger Agreement (Exact Sciences Corp)
Lawsuits; Settlements. (i) Commence a Legal Proceeding other than (A) in such cases where the Company it in good faith determines that failure to commence suit such Legal Proceeding would result in the material impairment of a valuable aspect of the Business (provided, its business; provided that the Company it consults with Parent Acquirer prior to the filing commencement of such a suit), Legal Proceeding or (B) for a breach of this Agreement or (ii) settle or agree to settle any pending or threatened Legal ProceedingProceeding or other dispute;
Appears in 1 contract