Common use of Admissions of Liability and Settlements Clause in Contracts

Admissions of Liability and Settlements. Without the prior consent of the Indemnified Party (which consent shall not be unreasonably withheld), the Indemnitor shall not make any admission of liability regarding or enter into any settlement or compromise of or compromise any Third Party Claim that would lead to liability or create any financial or other obligation on the part of the Indemnified Party for which the Indemnified Party is not entitled to full indemnification hereunder or for which the Indemnified Party has not been fully released and discharged from all liability or obligations. Similarly, the Indemnified Party shall not make any admission of liability regarding or settle or compromise such Third Party Claim without the prior consent of the Indemnitor (which consent shall not be unreasonably withheld). If a firm offer is made to settle a Third Party Claim without leading to liability or the creation of a financial or other obligation on the part of the Indemnified Party for which the Indemnified Party is not entitled to full indemnification hereunder or for which the Indemnified Party has not been fully released and discharged from further liability or obligations, and the Indemnitor desires to accept and agree to such offer, the Indemnitor shall give Notice to the Indemnified Party to that effect. If the Indemnified Party fails to consent to such firm offer within seven days after receipt of such Notice or such shorter period as may be required by the offer to settle, the Indemnitor may continue to contest or defend such Third Party Claim and, in such event, the maximum liability of the Indemnitor in relation to such Third Party Claim shall be the amount of such settlement offer, plus reasonable costs and expenses paid or incurred by the Indemnified Party up to the date of such Notice.

Admissions of Liability and Settlements. Without the prior consent of the Indemnified Party (which consent shall not be unreasonably withheld), the Indemnitor shall not compromise, make any admission of liability regarding regarding, or enter into any settlement or compromise of or compromise any Third Party Claim that would lead to liability or create any financial or other obligation on the part of the Indemnified Party for which the Indemnified Party is not entitled to full indemnification hereunder or for which the Indemnified Party has not been fully released and discharged from all liability or obligations. Similarly, the Indemnified Party shall not make any admission of liability regarding or settle or compromise such Third Party Claim without the prior consent of the Indemnitor (which consent shall not be unreasonably withheld). If a firm offer is made to settle a Third Party Claim without leading to liability or the creation of a financial or other obligation on the part of the Indemnified Party for which the Indemnified Party is not entitled to full indemnification hereunder or for which the Indemnified Party has not been fully released and discharged from further liability or obligations, and the Indemnitor desires to accept and agree to such offer, the Indemnitor shall give Notice to the Indemnified Party to that effect. If the Indemnified Party fails to consent to such firm offer within seven days after receipt of such Notice or such shorter period as may be required by the offer to settle, the Indemnitor may continue to contest or defend such Third Party Claim and, in such event, the maximum liability of the Indemnitor in relation to such Third Party Claim shall be the amount of such settlement offer, plus reasonable costs and expenses paid or incurred by the Indemnified Party up to the date of such Notice.

Admissions of Liability and Settlements. Without the prior written consent of the Indemnified Party Person (which consent shall may not be unreasonably withheld), delayed or conditioned) the Indemnitor shall Indemnifying Party may not make any admission of liability regarding or enter into any settlement or compromise of settle or compromise any Third Third-Party Claim that would lead to liability Liability or create any financial or other obligation on the part of the Indemnified Party Person for which the Indemnified Party Person is not entitled to full indemnification hereunder or for which the Indemnified Party Person has not been fully released and discharged from all liability or Liability and obligations. Similarly, the Indemnified Party shall Person may not make any admission of liability regarding or settle or compromise such Third Third-Party Claim without the prior written consent of the Indemnitor Indemnifying Party (which consent shall may not be unreasonably withheld, delayed or conditioned). If a firm offer is made to settle or compromise a Third Third-Party Claim without leading to liability Liability or the creation of a financial or other obligation on the part of the Indemnified Party Person for which the Indemnified Party Person is not entitled to full indemnification hereunder or for which the Indemnified Party Person has not been fully released and discharged from further liability or all Liability and obligations, and the Indemnitor Indemnifying Party desires to accept and agree to such offer, the Indemnitor Indemnifying Party shall give Notice to notify the Indemnified Party Person to that effect. If the Indemnified Party fails to Person does not consent in writing to such firm offer within seven days ten (10) Business Days after receipt of such Notice notice or such shorter period as may might be required by the offer to settlesettle or compromise, the Indemnitor Indemnifying Party may continue to contest or defend such Third Third-Party Claim and, in such event, the maximum liability of the Indemnitor Indemnifying Party in relation to such Third Third-Party Claim shall will be the amount of such settlement or compromise offer, plus reasonable out-of-pocket costs and expenses paid or incurred by the Indemnified Party Person up to the date of such Noticenotice.