No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d) above, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 3 contracts
Samples: Indemnification & Liability (Southern Energy Inc), Indemnification & Liability (Southern Energy Inc), Indemnification & Liability (Savannah Electric & Power Co)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d6.4(c) above, no party shall consent to entry of any judgment or enter into any settlement of a Third Third-Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (Ai) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (Bii) materially affect the other party due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 3 contracts
Samples: Master Separation Agreement (Aquila Inc), Master Separation Agreement (Aquila Energy Corp), Master Separation Agreement (Aquila Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.6, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Indemnification and Insurance Matters Agreement (Luminent Inc), Indemnification and Insurance Matters Agreement (Palm Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d1.3(e) above, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Indemnification Agreement (Maxtor Corp), Indemnification Agreement (Maxtor Corp)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.5 to the contrary, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is or would be to (Ai) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party party, or (Bii) materially affect the other party due in a material fashion with respect to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Indemnification & Liability (Loyalty Alliance Enterprise Corp), Indemnification and Insurance Matters Agreement (Sunpower Corp)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.6, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (Ai) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (Bii) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Indemnification and Insurance Matters Agreement (Optical Access Inc), Indemnification and Insurance Matters Agreement (Luminent Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d) aboveany provision of this SECTION 1.6, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Indemnification and Insurance Matters Agreement (Snap Appliances Inc), Indemnification & Liability (Roxio Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d1.5(f) above, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Indemnification and Insurance Matters Agreement (Agilent Technologies Inc), Indemnification and Insurance Matters Agreement (Agilent Technologies Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(dSECTION 1.4(b) above, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Indemnification & Liability (Harmonic Inc), Indemnification & Liability (C Cube Semiconductor Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above7.5, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary non monetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the this Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 2 contracts
Samples: Master Separation and Distribution Agreement (Millipore Corp /Ma), Master Separation and Distribution Agreement (Millipore Microelectronics Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d1.4(b) above, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
Samples: Indemnification Agreement (Catalytica Energy Systems Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d) aboveany provision of this SECTION 1.4, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (Ai) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (Bii) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
Samples: Indemnification and Insurance Agreement (Ambassadors Group Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d) aboveany provision of this SECTION 1.5, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (Aa) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (Bb) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.6, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (Ai) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (Bii) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Master Separation and Sale Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
Samples: Indemnification and Insurance Matters Agreement (Nptest Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d) aboveany provision of this SECTION 1.5, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
Samples: Indemnification and Insurance Matters Agreement (Roxio Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.6 to the contrary, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is or would be to (Ai) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party party, or (Bii) materially affect the other party due in a material fashion with respect to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
Samples: Indemnification and Insurance Matters Agreement (Lsi Logic Corp)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.6 to the contrary, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party party, or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
Samples: Indemnification and Insurance Matters Agreement (Palmsource Inc)
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.6, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Agreement, this Agreement Transaction Agreements or any other Ancillary Agreement.
Appears in 1 contract
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding any provision of this Section 1.4(d) above1.6, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (Ai) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (Bii) materially affect the other party in a material fashion due to the allocation of Liabilities and related indemnities set forth in the Separation Distribution Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
No Consent to Certain Judgments or Settlements Without Consent. Notwithstanding Section 1.4(d2.5(d) above, no party shall consent to entry of any judgment or enter into any settlement of a Third Party Claim without the consent of the other party (such consent not to be unreasonably withheld) if the effect of such judgment or settlement is to (A) permit any injunction, declaratory judgment, other order or other nonmonetary relief to be entered, directly or indirectly, against the other party or (B) materially affect the other party due to the allocation of Liabilities and related indemnities set forth in the Master Separation Agreement, this Agreement or any other Ancillary Agreement.
Appears in 1 contract
