Common use of Transaction Litigation Clause in Contracts

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity to participate in, but not control, the defense or settlement of any shareholder litigation against the Company or any of its directors or officers relating to this Agreement or the Transactions, and no such settlement of any shareholder litigation shall be agreed to by the Company or any of its Representatives without Parent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity (at Parent’s sole cost and expense) to participate in, but not control, in the Company’s defense or settlement of any shareholder litigation against the Company or any of and/or its directors or executive officers relating to this Agreement or and/or the Transactions, and no such settlement . The Company agrees that it shall not settle any litigation commenced after the date of any shareholder litigation shall be agreed to by this Agreement against the Company or its directors, executive officers or similar persons by any of its Representatives Company Shareholder relating to this Agreement and/or the Transactions without Parent’s the prior written consentconsent of Parent, such consent not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity to participate inparticipate, but not controlat Parent’s expense, the in Company’s defense or settlement of any shareholder litigation against the Company or any of and/or its directors or executive officers relating to the transactions contemplated by this Agreement, including the Merger and the Bank Merger. Company agrees that it shall not settle or offer to settle any litigation commenced prior to or after the date of this Agreement against Company or the Transactionsits directors, and no such settlement of executive officers or similar Persons by any shareholder litigation shall be agreed of Company relating to by this Agreement, the Company Merger, the Bank Merger or any of its Representatives other transaction contemplated hereby without Parent’s the prior written consentconsent of Parent, such which consent shall not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity to participate inin the defense or settlement of any stockholder litigation against the Company or its directors relating to the Merger and the other transactions contemplated hereby, but and no such settlement shall be agreed to without the prior written consent of Parent, which consent shall not controlbe unreasonably withheld, conditioned or delayed. Parent shall give the Company the opportunity to participate in the defense or settlement of any shareholder litigation against the Company Parent or any of its directors or officers relating to this Agreement or the TransactionsMerger and the other transactions contemplated hereby, and no such settlement of any shareholder litigation shall be agreed to by without the Company or any of its Representatives without Parent’s prior written consentconsent of the Company, such which consent shall not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”), and provide the other copies of any complaints and pleadings filed in connection therewith (to the extent the other is not a named party thereto). The Company shall give Parent the opportunity to participate in, but not control, and shall reasonably consult with Parent with respect to, the defense or settlement of any shareholder litigation against the Company or any of its directors or officers relating to this Agreement or the TransactionsTransaction Litigation, and no such settlement of any shareholder litigation Transaction Litigation shall be agreed to by the Company or any of its Representatives without Parent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice or which, to the Knowledge of the Company, is threatened (“Transaction Litigation”). The Company shall give Parent the opportunity to participate in, but not control, the defense or settlement of any shareholder litigation against the Company or any of its directors or officers relating to this Agreement or the TransactionsTransaction Litigation, and no such settlement of any shareholder litigation Transaction Litigation shall be agreed to by the Company or any of its Representatives without Parent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity to participate inparticipate, but not controlat Parent’s expense, the in Company’s defense or settlement of any shareholder litigation against the Company or any of its directors or executive officers relating to the transactions contemplated by this Agreement, including the Merger and the Bank Merger. Company agrees that it shall not settle or offer to settle any litigation commenced prior to or after the date of this Agreement against Company or the Transactionsits directors, and no such settlement of executive officers or similar Persons by any shareholder litigation shall be agreed of Company relating to by this Agreement, the Company Merger, the Bank Merger or any of its Representatives other transaction contemplated hereby without Parent’s the prior written consentconsent of Parent, such which consent shall not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give provide Parent with the opportunity to participate in, but not control, in the Company’s defense or settlement of any shareholder stockholder litigation against the Company or any of and/or its directors or executive officers relating to the transactions contemplated by this Agreement, including the Mergers. The Company agrees that it shall not settle or offer to settle any litigation commenced prior to or after the date of this Agreement that contemplates any equitable relief or that would reasonably be expected to prevent, impede or materially delay the Transactions, and no such settlement consummation of any shareholder litigation shall be agreed to the transactions contemplated by this Agreement without the Company or any of its Representatives without Parent’s prior written consentconsent of Parent, such consent not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity to participate in, but not control, in the defense or settlement of any shareholder security holder litigation against the Company or any of its respective directors or officers relating to the Merger and the other transactions contemplated by this Agreement or the TransactionsAgreement, and no such settlement of any shareholder litigation shall be agreed to by without the prior written consent of Parent, which consent shall not be unreasonably withheld, conditioned or delayed. Parent shall give the Company the opportunity to participate in the defense or settlement of any of security holder litigation against Parent or its Representatives directors relating to the Merger and the other transactions contemplated by this Agreement, and no such settlement shall be agreed to without Parent’s the prior written consentconsent of the Company, such which consent shall not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity to participate in, but not control, the Company’s defense or settlement of any shareholder stockholder litigation against the Company or any of and/or its directors or executive officers relating to this Agreement or the Transactions, and no such settlement including the Merger. The Company agrees that it shall not settle or offer to settle any litigation commenced prior to or after the date of any shareholder litigation shall be agreed to by this Agreement against the Company or its directors, executive officers or similar persons by any stockholder of its Representatives the Company relating to this Agreement, the Merger, or any other Transactions without Parent’s the prior written consentconsent of Parent, such consent not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each The Company shall promptly advise Parent of Parent and any Action commenced after the date hereof against the Company shall notify the other promptly or any of its directors (in their capacity as such) by any Company Shareholders (on their own behalf or on behalf of the commencement of any shareholder litigation Company) relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”)transactions contemplated hereby, and shall keep Parent reasonably informed regarding any such Action. The Company shall give Parent the opportunity to participate in, but not control, consult with the Company regarding the defense or settlement of any shareholder litigation against such Action and shall consider Parent’s views with respect to such Action or settlement and the Company or will not agree to any of its directors or officers relating to this Agreement or the Transactions, and no such settlement of any shareholder litigation shall be agreed to by the Company or any of its Representatives without Parent’s prior written consent, such consent (which consent will not to be unreasonably withheld, conditioned or delayed).

Transaction Litigation. Each of Parent and the The Company shall promptly notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company Parent in writing of, and shall give Parent the opportunity to participate in, but not control, in the defense or settlement and settlement, of any shareholder claim or litigation (including any class action or derivative litigation) against or otherwise involving the Company or and/or any of its directors or officers relating to the Prior Agreement, this Agreement, the Merger or any of the other transactions contemplated by the Prior Agreement and this Agreement. No compromise or the Transactions, and no such full or partial settlement of any shareholder such claim or litigation shall be agreed to by the Company or any of its Representatives without Parent’s prior written consent, such consent (which consent shall not to be unreasonably withheld, conditioned delayed or delayedconditioned).

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall give Parent the opportunity to participate in, but not control, the defense or settlement of any shareholder litigation against Transaction Litigation; provided, however, that the Company shall not compromise, settle, come to an arrangement regarding or agree to compromise, settle or come to an arrangement regarding any of its directors Transaction Litigation, or officers relating consent to this Agreement or the Transactions, and no such settlement of any shareholder litigation shall be agreed to by the Company or any of its Representatives same without Parent’s prior written consent, such which consent shall not to be unreasonably withheld, conditioned or delayed.

Transaction Litigation. Each of Parent and the Company shall notify the other promptly of the commencement of any shareholder litigation relating to this Agreement or the Transactions of which it has received notice (“Transaction Litigation”). The Company shall (a) give Parent the opportunity to participate in, but not control, in the defense or settlement of any shareholder stockholder litigation against the Company or any of its directors or officers relating to this Agreement or the Transactions, (b) afford Parent a reasonable opportunity to review and no such comment on filings and responses related thereto, which comments the Company shall consider in good faith and (c) keep Parent apprised of, and consult with Parent with respect to, proposed strategy and any significant decisions related thereto. No settlement or offer of settlement of any shareholder such stockholder litigation shall be agreed to by the Company or any of its Representatives made without Parent’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed. Each of Parent and the Company shall notify the other promptly of the commencement of any such stockholder litigation of which it has received notice.