Common use of Cooperation in Defense and Settlement Clause in Contracts

Cooperation in Defense and Settlement. Indemnitee shall not make any admission or effect any settlement without the Corporation’s written consent unless Indemnitee shall have determined to undertake his or her own defense in such matter and has waived the benefits of this Agreement. The Corporation shall not settle any Proceeding to which Indemnitee is a party in a manner that would impose any Expense on Indemnitee without his or her written consent. Neither Indemnitee nor the Corporation will unreasonably withhold consent to the proposed settlement. Indemnitee and the Corporation shall cooperate to the extent reasonably possible with each other and with the Corporation’s insurers in attempts to defend and/or settle such Proceeding.

Appears in 3 contracts

Samples: Indemnification Agreement (1st Financial Services CORP), Indemnification Agreement (1st Financial Services CORP), Indemnification Agreement (Oak Ridge Financial Services, Inc.)

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Cooperation in Defense and Settlement. Indemnitee shall not make any admission or effect any settlement without the Corporation’s written consent unless Indemnitee shall have determined to undertake his or her the Indemnitee’s own defense in such matter and has waived the benefits of this Agreement. The Corporation shall not settle any Proceeding to which Indemnitee is a party in a manner that would impose any Expense on Indemnitee without his or her the Indemnitee’s written consent. Neither Indemnitee nor the Corporation will shall unreasonably withhold consent to the proposed settlement. Indemnitee and the Corporation shall cooperate to the extent reasonably possible with each other and with the Corporation’s insurers in attempts to defend and/or or settle such Proceeding.

Appears in 3 contracts

Samples: Indemnification Agreement (Prime Meridian Holding Co), Indemnification Agreement (Prime Meridian Holding Co), Indemnification Agreement (Farmers National Banc Corp /Oh/)

Cooperation in Defense and Settlement. Indemnitee shall not make any admission or effect any settlement without the Corporation’s Company's written consent unless Indemnitee shall have determined to undertake his or her own defense in such matter and has waived the benefits of this Agreement. The Corporation Company shall not settle any Proceeding to which Indemnitee is a party in a manner that would impose any Expense on Indemnitee without his or her written consent. Neither Indemnitee nor the Corporation Company will unreasonably withhold consent to the proposed settlement. Indemnitee and the Corporation Company shall cooperate to the extent reasonably possible with each other and with the Corporation’s Company's insurers in attempts to defend and/or settle such Proceeding.

Appears in 2 contracts

Samples: Indemnification Agreement (Unb Corp/Oh), Indemnification Agreement (Fc Banc Corp)

Cooperation in Defense and Settlement. Indemnitee shall not make any admission or effect any settlement without the CorporationCompany’s written consent unless Indemnitee shall have determined to undertake his or her own defense in such matter manner and has waived the benefits of this Agreement. The Corporation Company shall not settle any Proceeding to which Indemnitee is a party in a any manner that which would impose any Expense on Indemnitee without his or her written consent. Neither Indemnitee nor the Corporation Company will unreasonably withhold consent to the any proposed settlement. Indemnitee and the Corporation Company shall cooperate to the extent reasonably possible with each other and with the CorporationCompany’s insurers insurers, in attempts to defend and/or settle such Proceeding.

Appears in 1 contract

Samples: Indemnification Agreement (Lubrizol Corp)

Cooperation in Defense and Settlement. Indemnitee shall not make any admission or effect any settlement without the Corporation’s written consent unless Indemnitee shall have determined to undertake his or her own defense in such matter and has waived the benefits of this Agreement. The Corporation shall not settle any Proceeding to which Indemnitee is a party in a manner that would impose any Expense on Indemnitee without his or her written consent. Neither Indemnitee nor the Corporation will unreasonably withhold consent to the proposed settlement. Indemnitee and the Corporation shall cooperate to the extent reasonably possible with each other and with the Corporation’s insurers in attempts to defend and/or settle such Proceeding.

Appears in 1 contract

Samples: Indemnification Agreement (Midcarolina Financial Corp)

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Cooperation in Defense and Settlement. Indemnitee shall not make any admission or effect any settlement without the Corporation’s 's written consent unless Indemnitee shall have determined to undertake his or her own defense in such matter and has waived the benefits of this Agreement. The Corporation shall not settle any Proceeding to which Indemnitee is a party in a manner that would impose any Expense on Indemnitee without his or her written consent. Neither Indemnitee nor the Corporation will unreasonably withhold consent to the proposed settlement. Indemnitee and the Corporation shall cooperate to the extent reasonably possible with each other and with the Corporation’s 's insurers in attempts to defend and/or or settle such Proceeding.

Appears in 1 contract

Samples: Indemnification Agreement (Cortland Bancorp Inc)

Cooperation in Defense and Settlement. Indemnitee shall not make any admission or effect any settlement without the Corporation’s 's written consent unless Indemnitee shall have determined to undertake his or her own defense in such matter and has waived the benefits of this Agreement. The Corporation shall not settle any Proceeding to which Indemnitee is a party in a manner that would impose any Expense on Indemnitee without his or her written consent. Neither Indemnitee nor the Corporation will unreasonably withhold consent to the proposed settlement. Indemnitee and the Corporation shall cooperate to the extent reasonably possible with each other and with the Corporation’s 's insurers in attempts to defend and/or settle such Proceeding.

Appears in 1 contract

Samples: Indemnification Agreement (Middlefield Banc Corp)

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