Compromise of Claims. Pledgee may compromise or settle, at Pledgor's expense, any claim which may materially adversely affect Pledgee's interest in, or rights hereunder with respect to the collateral.
Compromise of Claims. BORROWER will not compromise, settle or adjust any claims which are part of or which affect the Collateral except in the ordinary course of business.
Compromise of Claims to settle, adjust, refer to arbitration, compromise and arrange any claims, accounts, disputes, questions and demands with or by any person who is or claims to be a creditor of such Chargor or relating in any way to the Charged Assets;
Compromise of Claims. Discount, forgive, waive or otherwise compromise any claim or debt owing to it, except for reasonable consideration negotiated on an arms-length basis and in the Ordinary Course of Business or, so long as no Event of Default exists, as would not reasonably be expected to have a Material Adverse Effect.
Compromise of Claims. (a) If a claim under this Article IX -------------------- involves a claim by a third party against the Indemnified Party, the Indemnifying Party shall have thirty (30) days after receipt of written notice thereof to decide whether the Indemnifying Party will undertake, conduct and control, through counsel of its own choosing and at its own expense, the settlement or defense thereof, and if it so decides, the Indemnified Party may cooperate with it in connection therewith; provided, that the Indemnified Party -------- may participate in such settlement or defense through counsel chosen by it; and provided further, that the fees and expenses -------- ------- of such counsel shall be borne by the Indemnified Party. If the Indemnifying Party assumes the defense of a proceeding, (i) it will be conclusively established for purposes of this Agreement that the claims made in that proceeding are within the scope of and subject to indemnification; (ii) no compromise or settlement of such claims may be effected by the Indemnifying Party without the Indemnified Party's consent, which shall not be unreasonably withheld, unless (A) there is no finding or admission of any violation of law or any violation of the rights of any person and no effect on any other claims that may be made against the Indemnified Party, (B) the sole relief provided is monetary damages and (C) such compromise or settlement does not contemplate or result in any monetary damages that are to be paid by the Indemnified Party; and (iii) the Indemnified Party will have no liability with respect to any compromise or settlement of such claims effected without its consent. If notice is given to an Indemnifying Party of the commencement of any proceeding and the Indemnifying Party does not, within ten days after the Indemnifying Party's notice is given, give notice to the Indemnified Party of its election to assume the defense of such proceeding, the Indemnifying Party will be bound by any determination made in such proceeding or any compromise or settlement effected by the Indemnified Party.
(b) The Indemnified Party shall cooperate fully in all aspects of any investigation, defense, pretrial activities, trial, compromise, settlement or discharge of any claim in respect of which indemnity is sought pursuant to this Article IX, including, but not limited to, providing the other party with reasonable access to physical facilities and offices, books and records and employees and officers (including as witn...
Compromise of Claims. The Employee hereby agrees and warrants that: ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ; ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .
Compromise of Claims. Secured Party may grant extensions, compromise claims and settle Collateral for less than face value, all without prior notice to Grantor.
Compromise of Claims. 7.1 During the term of this Agreement, the Alfa Parties and the Sonera Parties agree not to commence or proceed with, or encourage or procure others to make or pursue, any and all claims arising out of conduct prior to the date hereof (the basis of which is known as of the date hereof) that each has or may have against the others or against regulatory bodies or against the third parties identified by name in this clause 7.1 arising out of or related to their respective acquisition or operation of their direct or indirect stakes (including without limitation the distribution of dividends) in telecom assets in Russia and Turkey, including, without limitation, any claim against Alfa Parties, CTH or Cukurova Telecom International Limited, a BVI company that is a wholly owned subsidiary of CTH, in connection with the transactions prior to the date hereof in which the Alfa Parties acquired an indirect interest in the TH Shares (all such claims, the “Compromised Claims”), and shall, as soon as practicably possible, take all actions necessary to stay any such existing claims against the other party or its affiliates without prejudice, provided that until the Settlement Date the Parties may take such action as is reasonably necessary to preserve the Compromised Claims.
7.2 The Compromised Claims shall be deemed fully and finally settled and the parties shall, as soon as practicably possible, take all actions necessary for any such existing claims against the other party or its affiliates to be dismissed in full with prejudice, upon the first to occur (the “Settlement Date”) of (i) termination of this Agreement in accordance with clause 12, provided that the Parties against whom the respective claims are to be settled have satisfied their payment obligations hereunder, (ii) the occurrence of the Closing Date or (iii) the closing of both of the Joint Venture Restructurings.
7.3 For the avoidance of doubt, this clause 7 shall not preclude the bringing or enforcement of any claims arising out of the obligations imposed by this agreement.
Compromise of Claims. The Employee hereby agrees and warrants:
Compromise of Claims. 11.1.1 This Agreement is an effort to compromise the claims made by Claimants which were disputed as to validity and/or amount and this Agreement may not be used by anyone as evidence of negligence or liability of any kind by Bayer, provided, however, that nothing in this Agreement shall be construed to prevent Bayer from pleading or otherwise proving its status as a joint tortfeasor for the purpose of seeking contribution from any Additional Released Party.
11.1.2 No party, no Enrolling Counsel and no Eligible or Enrolled Claimant shall seek to introduce and/or offer the terms of this Agreement, any statement, transaction or proceeding in connection with the negotiation, execution or implementation of this Agreement, or any statements in any documents delivered in connection with this Agreement, or otherwise rely on the terms of this Agreement, in any judicial or arbitral proceeding, except (1) Bayer may use this Agreement to seek contribution from any of the Additional Released Parties for payments made under this Agreement and
