Common use of Certain Litigation Clause in Contracts

Certain Litigation. The Company shall promptly advise Parent of any litigation commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any Company Stockholders (on their own behalf or on behalf of the Company) relating to this Agreement or the transactions contemplated hereby, and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in the defense or settlement of any such stockholder litigation and agrees that it shall not settle or offer to settle any such stockholder litigation without the prior written consent of Parent (which consent shall not be unreasonably withheld, conditioned or delayed).

Appears in 8 contracts

Samples: Merger Agreement (Brigham Exploration Co), Merger Agreement (Statoil Asa), Merger Agreement (Emc Corp)

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Certain Litigation. The Company shall promptly advise Parent of any litigation commenced after the date hereof against the Company or any of its directors or executive officers (in their capacity as such) by any Company Stockholders (on their own behalf or on behalf of the Company) relating to this Agreement or the transactions contemplated hereby, and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in consult with the Company regarding the defense or settlement of any such stockholder litigation and agrees that it no such settlement in excess of $100,000 shall not settle or offer be agreed to settle any such stockholder litigation without the Parent’s prior written consent of Parent (which consent shall be not be unreasonably withheld, conditioned or delayed).

Appears in 6 contracts

Samples: Merger Agreement (Mill Road Capital II, L.P.), Merger Agreement (Skullcandy, Inc.), Merger Agreement (Mill Road Capital II, L.P.)

Certain Litigation. The Company shall promptly advise Parent orally and in writing of any litigation commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any Company Stockholders (on their own behalf or on behalf shareholder of the Company) Company relating to this Agreement or Agreement, the Merger and the transactions contemplated hereby, hereby and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in consult with the Company regarding the defense or settlement of any such stockholder shareholder litigation and agrees that it shall consider Parent’s views with respect to such shareholder litigation and shall not settle or offer to settle any such stockholder shareholder litigation without the prior written consent of Parent (which consent shall not be unreasonably withheld, conditioned or delayed).

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Walt Disney Co/), Agreement and Plan of Merger (Pixar \Ca\)

Certain Litigation. The Company shall promptly advise Parent in writing of any litigation commenced after the date hereof Agreement Date against the Company or any of its directors (in their capacity as such) by any Company Stockholders Shareholders (on their own behalf or on behalf of the Company) ), relating to this Agreement or the transactions contemplated hereby, hereby and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in consult with the Company regarding the defense or settlement of any such stockholder shareholder litigation and agrees that it shall consider in good faith Parent’s views with respect to such litigation and shall not settle or offer to settle any such stockholder litigation without the prior written consent of Parent (which consent shall not be unreasonably withheld, conditioned or delayed).

Appears in 2 contracts

Samples: Tender Offer Agreement, Tender Offer Agreement (Jazz Pharmaceuticals PLC)

Certain Litigation. The Company shall promptly advise Parent in writing of any litigation commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any Company Stockholders (on their own behalf or on behalf of the Company) relating to this Agreement or the transactions contemplated hereby, hereby (including the Offer and the Merger) and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in consult with the Company regarding the defense or settlement of any such stockholder litigation and agrees that it shall consider Parent’s views with respect to such stockholder litigation and shall not settle or offer to settle any such stockholder litigation without the prior written consent of Parent (which consent shall not be unreasonably withheld, conditioned or delayed).

Appears in 2 contracts

Samples: Merger Agreement (ArcSight Inc), Merger Agreement (Hewlett Packard Co)

Certain Litigation. The Company shall promptly advise Parent orally and in writing of any litigation Action threatened or commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any Company Stockholders (on their own behalf or on behalf stockholder of the Company) Company relating to this Agreement or Agreement, the transactions contemplated herebyOffer, the Merger and the Transactions and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in consult with the Company regarding the defense or settlement of any such stockholder litigation Action and agrees that it shall consider Parent’s views with respect to such Action and, and notwithstanding Section 6.1(n), shall not settle or offer to settle any such stockholder litigation Action without the prior written consent of Parent (which consent shall not be unreasonably withheld, conditioned or delayed).

Appears in 1 contract

Samples: Merger Agreement (Zimmer Biomet Holdings, Inc.)

Certain Litigation. The Company shall promptly advise Parent of any litigation commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any Company Stockholders (on their own behalf or on behalf of the Company) relating to this Agreement or the transactions contemplated hereby, and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in in, but not control, at Parent’s expense, the defense or settlement of any such stockholder litigation and agrees that it no such settlement shall not settle or offer be agreed to settle any such stockholder litigation without the Parent’s prior written consent of Parent (which consent shall approval will not be unreasonably withheld, conditioned or delayed).

Appears in 1 contract

Samples: Merger Agreement (Roundy's, Inc.)

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Certain Litigation. The Company shall promptly advise Parent of any litigation commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any holders of Company Stockholders Shares (on their own behalf or on behalf of the Company) relating to this Agreement or the transactions contemplated hereby, and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in in, but not control, at Parent’s expense, the defense or settlement of any such stockholder litigation and agrees that it no such settlement shall not settle or offer be agreed to settle any such stockholder litigation without the Parent’s prior written consent of Parent (which consent shall approval will not be unreasonably withheld, conditioned or delayed).

Appears in 1 contract

Samples: Merger Agreement (Graftech International LTD)

Certain Litigation. The Company shall promptly advise Parent of any litigation commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any Company Stockholders (on their own behalf or on behalf of the Company) relating to this Agreement or the transactions contemplated hereby, and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in the defense or settlement of any such stockholder litigation and agrees that it no such settlement shall not settle or offer be agreed to settle any such stockholder litigation without the Parent’s prior written consent of Parent (to such settlement, which consent shall not be unreasonably withheld, conditioned or delayed).

Appears in 1 contract

Samples: Merger Agreement (E2open Inc)

Certain Litigation. The Company shall promptly advise Parent of any litigation commenced after the date hereof against the Company or any of its directors (in their capacity as such) by any Company Stockholders holder of Shares (on their own behalf or on behalf of the Company) relating to this Agreement or the transactions contemplated hereby, and shall keep Parent reasonably informed regarding any such litigation. The Company shall give Parent the opportunity to participate in the defense or settlement of any such stockholder litigation and agrees that it no such settlement shall not settle or offer be agreed to settle any such stockholder litigation without the Parent’s prior written consent of Parent to such settlement (which consent shall will not be unreasonably withheld, conditioned or delayed).

Appears in 1 contract

Samples: Merger Agreement (Amber Road, Inc.)

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