A Bank or Customer. Indemnified Party shall (a) give the indemnifying party prompt written notice of any Claim for which the Bank or Customer Indemnified Party intends to claim indemnification; (b) give the indemnifying party (and/or the Licensors, in the case that Bank is the indemnifying party) the right to control and direct the investigation, defense and settlement of the Claim; and (c) cooperate fully with the indemnifying party (and/or the Licensors, in the case that Bank is the indemnifying party) in the investigation, defense and settlement of such Claim. A Bank or Customer Indemnified Party shall not settle or compromise any Claim, and any settlement or compromise by a Bank or Customer Indemnified Party of a Claim shall be void as against the indemnifying party and shall terminate the indemnifying party’s obligation to indemnify such Bank or Customer Indemnified Party. The indemnifying party (and/or the Licensors, in the case that Bank is the indemnifying party) may settle or compromise any Claim, provided that such settlement or compromise does not involve any admission of wrongdoing on the part of the Bank or Customer Indemnified Party or require any payment or other performance by the Indemnified Party.
Appears in 4 contracts
Samples: Treasury Management Master Services Agreement, Treasury Management Master Services Agreement, Treasury Management Master Services Agreement
