Common use of Transaction Challenges Clause in Contracts

Transaction Challenges. (a) From and after the date hereof, Strongbridge shall promptly advise Novo Nordisk in writing of any actions, suits or proceedings (including derivative or share shareholder claims) commenced or, to the knowledge of Strongbridge, threatened in writing against Strongbridge and/or its directors or officers relating to the Transactions or this Agreement. Strongbridge shall consult with Novo Nordisk in Strongbridge’s defense or settlement of any such actions, suits or proceedings (other than any litigation or settlement between Strongbridge or any of its Affiliates and Novo Nordisk or any of its respective Affiliates) against Strongbridge or its directors or officers, and any actual or threatened complaints or challenges that may be brought in any other court in connection with the Transactions or this Agreement and shall give due consideration to Novo Nordisk’s views with respect thereto. Strongbridge shall not agree to any settlement of any such action, suit or proceeding (including derivative or share shareholder claims) without Novo Nordisk’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. (b) From and after the date hereof, Novo Nordisk shall promptly advise Strongbridge in writing of any actions, suits or proceedings (including derivative or share shareholder claims) commenced or, to the knowledge of the Novo Nordisk, threatened in writing against Novo Nordisk and/or its directors or officers relating to the Transactions or this Agreement. Novo Nordisk shall consult with Strongbridge in Novo Nordisk’s defense or settlement of any such actions, suits or proceedings (other than any litigation or settlement between Novo Nordisk or any of its Affiliates and Strongbridge or any of its respective Affiliates) against Novo Nordisk or its directors or officers, and any actual or threatened complaints or challenges that may be brought any other in connection with the Transactions or this Agreement and shall give due consideration to Strongbridge’s views with respect thereto. Novo Nordisk shall not agree to any settlement of any such action, suit or proceeding (including derivative or share shareholder claims) without Strongbridge’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed.

Transaction Challenges. (a) From and after the date hereof, Strongbridge Seller shall promptly advise Novo Nordisk Buyer in writing of any actions, suits or proceedings (including derivative or share shareholder claims) commenced or, to the knowledge of StrongbridgeSeller, threatened in writing against Strongbridge Seller or the Company and/or its their respective directors or officers relating to the Transactions or this Agreement. Strongbridge Seller shall consult with Novo Nordisk Buyer in StrongbridgeSeller’s or the Company’s defense or settlement of any such actions, suits or proceedings (other than any litigation or settlement between Strongbridge Seller or any of its Affiliates and Novo Nordisk Buyer or any of its respective Affiliates) against Strongbridge Seller or its the Company or their respective directors or officers, and any actual or threatened complaints or challenges that may be brought in any other court in connection with the Transactions or this Agreement and shall give due consideration to Novo NordiskBuyer’s views with respect thereto. Strongbridge Seller shall not agree to any settlement of any such action, suit or proceeding (including derivative or share shareholder claims) without Novo NordiskBuyer’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. (b) From and after the date hereof, Novo Nordisk Buyer shall promptly advise Strongbridge Seller in writing of any actions, suits or proceedings (including derivative or share shareholder claims) commenced or, to the knowledge of the Novo NordiskBuyer, threatened in writing against Novo Nordisk Buyer and/or its directors or officers relating to the Transactions or this Agreement. Novo Nordisk Buyer shall consult with Strongbridge Seller in Novo NordiskBuyer’s defense or settlement of any such actions, suits or proceedings (other than any litigation or settlement between Novo Nordisk Buyer or any of its Affiliates and Strongbridge Seller or any of its respective Affiliates) against Novo Nordisk Buyer or its directors or officers, and any actual or threatened complaints or challenges that may be brought any other in connection with the Transactions or this Agreement and shall give due consideration to StrongbridgeSeller’s views with respect thereto. Novo Nordisk Buyer shall not agree to any settlement of any such action, suit or proceeding (including derivative or share shareholder claims) without StrongbridgeSeller’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed.