Common use of Settlement of Claims Clause in Contracts

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement (a) for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The ; or (b) for any judicial award if the Company shall was not settle any Claim related given a reasonable and timely opportunity, at its expense, to an Indemnifiable Event participate in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentdefense of such action.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not settle any Proceeding in any manner which would impose any liability, penalty or limitation on the Indemnitee without the written consent of the Indemnitee, which consent shall not be unreasonably withheld or delayed. The Company shall not be liable to indemnify the Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected by the Indemnitee without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentwithheld or delayed.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which shall . The Company will not be unreasonably withheldwithhold its consent to any proposed settlement. The Company shall furthermore not settle any Claim related be liable to an Indemnifiable Event in any manner that would impose any Losses on indemnify the Indemnitee without under this Agreement with regard to any judicial award if the Indemnitee’s prior written consentCompany was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s 's prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s 's prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior 's written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement (a) for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior written consent, which consent shall be granted at the sole discretion of the Company; or (b) for any judicial award if the Company was not be unreasonably withheld. The Company shall not settle any Claim related given a reasonable and timely opportunity, at its expense, to an Indemnifiable Event participate in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentdefense of such action.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related Proceeding which may be subject to an Indemnifiable Event indemnification or advancement of Expenses covered hereunder in any manner that which would impose any Losses liability, penalty or limitation on the Indemnitee without the written consent of the Indemnitee’s prior written consent, which consent shall not be unreasonably withheld or delayed.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim claim related to an Indemnifiable Event event that is indemnifiable hereunder effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event such claim in any manner that would impose any Losses losses on the Indemnitee that are not indemnified hereunder without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement Agreement: (a) for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The ; or (b) for any judicial award if the Company shall was not settle any Claim related given a reasonable and timely opportunity, at its expense, to an Indemnifiable Event participate in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentdefense of such action.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim in any Proceeding effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event action or claim in any Proceeding in any manner that would impose any Losses penalty or limitation on the Indemnitee without the Indemnitee’s prior written consent. Neither the Company nor Indemnitee shall unreasonably withhold its consent to any proposed settlement, provided that Indemnitee may withhold consent to any settlement that does not provide a complete release of Indemnitee.

Settlement of Claims. (a) The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to Claims against the Indemnitee as a consequence of an Indemnifiable Event effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior 's written consent, which shall . The Company will not be unreasonably withheldwithhold its consent to any proposed settlement. The Company shall furthermore not settle any Claim related be liable to an Indemnifiable Event in any manner that would impose any Losses on indemnify the Indemnitee without under this Agreement with regard to any judicial award if the Indemnitee’s prior written consentCompany was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected by the Indemnitee without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s prior written consent, which shall not be unreasonably withheld, conditioned or delayed. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior 's written consent, which provided, however, that if a Change in Control has occurred, the Company shall not be unreasonably withheldliable for indemnification of Indemnitee for amounts paid in settlement if the Independent Counsel has approved the settlement. The Company shall not settle any Claim related to an Indemnifiable Event Proceeding in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.penalty or

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s 's prior written consent, which shall not be unreasonably withheldwithheld or delayed. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s 's prior written consent.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected made without the Company’s prior written consent, which shall not be unreasonably withheldwithheld or delayed. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected by Indemnitee without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent17.

Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event Proceeding in any manner that would impose any Losses penalty or limitation on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which shall such consent not to be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event Proceeding in any manner that would impose any Losses penalty or limitation on the Indemnitee without the Indemnitee’s prior written consentconsent unless such penalty is paid by the Company. Neither the Company nor any Indemnitee will unreasonably withhold their consent to any proposed settlement.

Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement (a) for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior 's written consent, which consent shall not be unreasonably withheld; or (b) for any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent11.

Settlement of Claims. The Company shall not be liable to indemnify an Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected Proceeding without the Company’s prior 's written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event Proceeding in any manner that would impose any Losses penalty or limitation on the an Indemnitee without the such Indemnitee’s 's prior written consent. Neither the Company nor an Indemnitee will unreasonably withhold their consent to any proposed settlement.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for (a) any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The , or (b) any judicial award if the Company shall was not settle any Claim related given a reasonable and timely opportunity, at its expense, to an Indemnifiable Event participate in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentdefense of such action.

Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior 's written consent, which shall such consent not to be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.unreasonably

Settlement of Claims. The Company shall not settle any Proceeding in any manner which would impose any liability, penalty or limitation on Indemnitee without the written consent of Indemnitee; provided, however, that Indemnitee will not unreasonably withhold or delay consent to any proposed settlement. The Company shall not be liable to indemnify Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected by Indemnitee without the Company’s prior 's written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentwithheld or delayed.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Proceeding or Claim related to an Indemnifiable Event in any manner that would impose any Losses fine or other obligation on the Indemnitee without the Indemnitee’s prior written consent. Neither the Company nor Indemnitee shall unreasonably withhold, delay or condition their consent to any proposed settlement.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected Proceeding affected without the Company’s prior written consent, which shall . The Company will not be unreasonably withheldwithhold its consent to any proposed settlement. The Company shall furthermore not settle any Claim related be liable to an Indemnifiable Event in any manner that would impose any Losses on indemnify the Indemnitee without under this Agreement with regard to any judicial award if the Indemnitee’s prior written consentCompany was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected Proceeding affected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement (a) for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior 's written consent, which consent shall not be unreasonably withheld. The ; or (b) for any judicial award if the Company shall was not settle any Claim related given a reasonable and timely opportunity, at its expense, to an Indemnifiable Event participate in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentdefense of such action.

Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event Proceeding (in whole or in part) in any manner that which would impose any Losses Expense, judgment, fine, penalty or limitation on the Indemnitee without the Indemnitee’s prior written consent. Neither the Company nor Indemnitee will unreasonably withhold their consent to any proposed settlement.

Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s 's prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s 's prior written consent.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement (a) for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The withheld or delayed; or (b) for any judicial award if the Company shall was not settle any Claim related given a reasonable and timely opportunity, at its expense, to an Indemnifiable Event participate in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentdefense of such action.

Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement (a) for any amounts paid in settlement of any threatened action or pending Claim related to an Indemnifiable Event claim effected without the Company’s prior written consent, which consent shall not be unreasonably withheld. The withheld or (b) for any judicial award if the Company shall was not settle any Claim related given a reasonable and timely opportunity, at its expense, to an Indemnifiable Event participate in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentdefense of such action.

Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event Proceeding effected without the Company’s prior written consent, which shall ; the Company will not be unreasonably withheld. The Company shall not settle withhold its consent to any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee’s prior written consentproposed settlement.

Settlement of Claims. The Company shall not be liable to the Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company’s prior written consent, which shall not be unreasonably withheld. The Company shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee or subject the Indemnitee to any equitable relief without the Indemnitee’s prior written consent.