Settlement of Losses. The Indemnifying Party shall not consent to a settlement of or the entry of any judgment arising from, any such claim or legal proceeding, without the prior written consent of the Indemnified Party (which consent shall not be unreasonably withheld or delayed).
Appears in 33 contracts
Samples: Membership Interest Purchase Agreement (Clearway Energy LLC), Membership Interest Purchase Agreement (Clearway Energy LLC), Membership Interest Purchase Agreement (Clearway Energy, Inc.)
Settlement of Losses. The Indemnifying If the Indemnified Party has assumed the defense of any claim by a third party which may give rise to indemnity hereunder pursuant to Section 11.06(d), the Indemnified Party shall not settle, consent to a settlement of or the entry of any a judgment arising from, any of or compromise such claim or legal proceeding, without the prior written consent of the Indemnified Party (which consent shall not be unreasonably withheld or delayed)) of the Indemnifying Party.
Appears in 18 contracts
Samples: Purchase and Sale Agreement (Clearway Energy LLC), Purchase and Sale Agreement (Clearway Energy, Inc.), Purchase and Sale Agreement
Settlement of Losses. The Indemnifying Indemnified Party shall not settle, consent to a settlement of or the entry of a judgment of or compromise any judgment arising from, any such claim or legal proceeding, by a third party for which it is entitled to indemnification hereunder without the prior written consent of the Indemnified Party (which consent shall not be unreasonably withheld or delayed)) of the Indemnifying Party.
Appears in 5 contracts
Samples: Purchase and Sale Agreement (TerraForm Power, Inc.), Purchase and Sale Agreement (TerraForm Power, Inc.), Purchase and Sale Agreement (TerraForm Power, Inc.)
Settlement of Losses. The Indemnifying If the Indemnified Party has assumed the defense of any claim by a third party which may give rise to indemnity hereunder pursuant to Section 6.06(c), the Indemnified Party shall not settle, consent to a settlement of or the entry of any a judgment arising from, any of or compromise such claim or legal proceeding, without the prior written consent of the Indemnified Party (which consent shall not be unreasonably withheld or delayed)) of the Indemnifying Party.
Appears in 4 contracts
Samples: Membership Interest Purchase Agreement (Clearway Energy LLC), Membership Interest Purchase Agreement (Clearway Energy LLC), Membership Interest Purchase Agreement (Clearway Energy, Inc.)
Settlement of Losses. The Indemnifying Indemnified Party shall not settle, consent to a settlement of or the entry of a judgment of or compromise any judgment arising from, any such claim or legal proceeding, by a third party for which it is entitled to indemnification hereunder without the prior written consent of the Indemnified Party (which consent shall not be unreasonably withheld or delayed).) of the Indemnifying Party. Purchase and Sale Agreement β WCG
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Pattern Energy Group Inc.), Purchase and Sale Agreement
Settlement of Losses. The Indemnifying Party shall not consent to a settlement of or the entry of any judgment arising from, any such claim or legal proceeding, without the prior written consent of the Indemnified Party (which consent shall not be unreasonably withheld withheld, conditioned or delayed).
Appears in 1 contract
Samples: Purchase and Sale Agreement (Clearway Energy, Inc.)
Settlement of Losses. The Indemnifying Party shall not consent to a settlement of or the entry of any judgment arising from, any such claim or legal proceeding, without the prior written consent of the Indemnified Party (which consent shall not be unreasonably withheld or delayed).. (d)
Appears in 1 contract
Samples: Purchase and Sale Agreement
Settlement of Losses. The Indemnifying Party shall not consent to a settlement of or the entry of any judgment arising from, any such claim or legal proceeding, without the prior written consent of the Indemnified Party unless (which consent shall not be unreasonably withheld A) the sole relief provided is monetary damages that are paid in full by the Indemnifying Party and (B) the Indemnified Party will have no Liability with respect to any compromise or delayed)settlement of such claim or legal proceeding.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (New Jersey Resources Corp)
