Common use of Security Holder Litigation Clause in Contracts

Security Holder Litigation. In the event that any litigation related to this Agreement, the Merger or the other Transactions is brought by any stockholder of the Company or any holder of the Company’s other securities against the Company and/or its directors or officers, the Company shall promptly notify the Parent of such litigation and shall keep the Parent reasonably informed with respect to the status thereof. Notwithstanding anything to the contrary herein (but subject to the following sentence), the Company shall have the right to control the defense of any litigation related to this Agreement, the Merger or the other Transactions brought by any stockholder of the Company or any holder of the Company’s other securities against the Company and/or its directors or officers, provided that the Company shall give the Parent the opportunity to participate, at the Parent’s expense, in the defense or settlement of any such litigation and the Company shall give due consideration to the Parent’s advice with respect to the foregoing. Notwithstanding anything to the contrary contained in this Agreement, the Company shall not settle or enter into any negotiations or agreement with respect to the settlement of any such litigation without the prior written consent of the Parent (which consent shall not be unreasonably withheld, conditioned or delayed). Each of the Parent and the Company shall notify the other promptly of the commencement of any such stockholder litigation of which it has received notice or of which it becomes aware.

Security Holder Litigation. In the event that any litigation related to this Agreement, the Merger or the other Transactions transactions contemplated by this Agreement is brought by any stockholder of the Company or any holder of the Company’s other securities against the Company and/or its directors or officersby security holders of the Company, the Company shall promptly notify the Parent of such litigation and shall keep the Parent reasonably informed on a current basis with respect to the status thereof. Notwithstanding anything The Company shall give Parent the opportunity to the contrary herein (but participate, subject to the following sentence)a customary joint defense agreement, in, but not control, the defense and settlement of any such litigation against the Company and/or its directors by security holders of the Company and no such settlement shall have be agreed to by the right Company or any Company Subsidiary without Parent’s prior written consent (such consent not to control be unreasonably withheld, conditioned or delayed). In the defense of event that any litigation related to this Agreement, the Merger or the other Transactions transactions contemplated by this Agreement is brought by any stockholder of the Company or any holder of the Company’s other securities against the Company Parent and/or its directors or officersby security holders of Parent, provided that Parent shall promptly notify the Company of such litigation and shall keep the Company reasonably informed on a current basis with respect to the status thereof. Parent shall give the Parent Company the opportunity to participate, at the Parent’s expensesubject to a customary joint defense agreement, in in, but not control, the defense or and settlement of any such litigation against Parent and/or its directors by security holders of Parent and the Company no such settlement shall give due consideration be agreed to the Parent’s advice with respect to the foregoing. Notwithstanding anything to the contrary contained in this Agreement, the Company shall not settle by Parent or enter into any negotiations or agreement with respect to the settlement of any such litigation Parent Subsidiary without the Company’s prior written consent of the Parent (which such consent shall not to be unreasonably withheld, conditioned or delayed). Each of the Parent and the Company shall notify the other promptly of the commencement of any such stockholder litigation of which it has received notice or of which it becomes aware.

Security Holder Litigation. In the event that any litigation related to this Agreement, the Merger or the other Transactions transactions contemplated hereby is brought by any stockholder shareholder of the Company or any holder of the Company’s other securities against the Company and/or its directors or officers, the Company shall promptly notify the Parent of such litigation and shall keep the Parent reasonably informed with respect to the status thereof. Notwithstanding anything to the contrary herein (but subject to the following sentence), the Company shall have the right to control the defense of any litigation related to this Agreement, the Merger or the other Transactions transactions contemplated by this Agreement brought by any stockholder shareholder of the Company or any holder of the Company’s other securities against the Company and/or its directors or officers, provided that the Company shall give the Parent the opportunity to participate, at the Parent’s expense, in the defense or settlement of any such litigation and the Company shall give due consideration to the Parent’s advice with respect to the foregoing. Notwithstanding anything to the contrary contained in this Agreement, the Company shall not settle or enter into any negotiations or agreement with respect to the settlement of any such litigation without the prior written consent of the Parent (which consent shall not be unreasonably withheld, conditioned or delayed). Each of the Parent and the Company shall notify the other promptly of the commencement of any such stockholder shareholder litigation of which it has received notice or of which it becomes awarenotice.