Common use of Security Holder Litigation Clause in Contracts

Security Holder Litigation. Notwithstanding anything to the contrary herein, (a) Public Company shall have the right to control the defense and settlement of any litigation related to this Agreement (“Security Holder Litigation”), the Merger or the other transactions contemplated by this Agreement brought by any stockholder or any holder of other securities of Public Company, and whether a direct or derivative claim, against Public Company, any subsidiary of Public Company and/or any of their respective directors or officers; provided, that Public Company shall give Merger Partner the opportunity to participate in the defense of any such Security Holder Litigation and shall not settle any such Security Holder Litigation without the prior written consent of Merger Partner (which consent shall not be unreasonably withheld, conditioned or delayed), and (b) Merger Partner shall have the right to control the defense and settlement of any Security Holder Litigation, the Merger or the other transactions contemplated by this Agreement brought by any stockholder or any holder of other securities of Merger Partner against Xxxxxx Partner and/or its directors or officers; provided, that Xxxxxx Partner shall give Public Company the opportunity to participate in the defense of any such Security Holder Litigation and shall not settle any such Security Holder Litigation without the prior written consent of Public Company (which consent shall not be unreasonably withheld, conditioned or delayed).

Security Holder Litigation. Notwithstanding anything to the contrary herein, (a) Public Company shall have the right to control the defense and settlement of any litigation related to this Agreement (“Security Holder Litigation”)Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder or any holder of other securities of Public Company, and whether a direct or derivative claim, Company against Public Company, any subsidiary of Public Company and/or any of their respective its directors or officers; provided, provided that Public Company shall give Merger Partner the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation without the prior written consent of Merger Partner (which consent shall not be unreasonably withheld, conditioned or delayed), and (b) Merger Partner shall have the right to control the defense and settlement of any Security Holder Litigationlitigation related to this Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder or any holder of other securities of Merger Partner against Xxxxxx Merger Partner and/or its directors or officers; provided, provided that Xxxxxx Merger Partner shall give Public Company the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation without the prior written consent of Public Company (which consent shall not be unreasonably withheld, conditioned or delayed).

Security Holder Litigation. Notwithstanding anything to the contrary herein, (a) Public Company shall have the right to control the defense and settlement of any litigation related to this Agreement (“Security Holder Litigation”)Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder or any holder of other securities of Public Company, and whether a direct or derivative claim, Company against Public Company, any subsidiary of Public Company and/or any of their respective its directors or officers; provided, provided that Public Company shall give Merger Partner the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation (other than any settlement not requiring the payment of any amount to any third party in excess of the retentions or deductibles under any applicable insurance policies of Public Company) without the prior written consent of Merger Partner (which consent shall not be unreasonably withheld, conditioned or delayed), and (b) Merger Partner shall have the right to control the defense and settlement of any Security Holder Litigationlitigation related to this Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder or any holder of other securities of Merger Partner against Xxxxxx Merger Partner and/or its directors or officers; provided, provided that Xxxxxx Merger Partner shall give Public Company the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation (other than any settlement not requiring the payment of any amount to any third party in excess of the retentions or deductibles under any applicable insurance policies of Merger Partner) without the prior written consent of Public Company (which consent shall not be unreasonably withheld, conditioned or delayed).

Security Holder Litigation. Notwithstanding anything to the contrary herein, (a) Public Company shall have the right to control the defense and settlement of any litigation related to this Agreement (“Security Holder Litigation”)Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder shareholder or any holder of other securities of Public Company, and whether a direct or derivative claim, Company against Public Company, any subsidiary of Public Company and/or any of their respective its directors or officers; provided, provided that Public Company shall give Merger Partner the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation (other than any settlement not requiring the payment of any amount to any third party in excess of the retentions or deductibles under any applicable insurance policies of Public Company) without the prior written consent of Merger Partner (which consent shall not be unreasonably withheld, conditioned or delayed), and (b) Merger Partner shall have the right to control the defense and settlement of any Security Holder Litigationlitigation related to this Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder Shareholder or any holder of other securities of Merger Partner against Xxxxxx Merger Partner and/or its directors or officers; provided, provided that Xxxxxx Partner shall give Public Company the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation (other than any settlement not requiring the payment of any amount to any third party in excess of the retentions or deductibles under any applicable insurance policies of Merger Partner) without the prior written consent of Public Company (which consent shall not be unreasonably withheld, conditioned or delayed).

Security Holder Litigation. Notwithstanding anything to the contrary herein, (a) Public Company shall have the right to control the defense and settlement of any litigation related to this Agreement (“Security Holder Litigation”)Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder shareholder or any holder of other securities of Public Company, and whether a direct or derivative claim, Company against Public Company, any subsidiary of Public Company and/or any of their respective its directors or officers; provided, provided that Public Company shall give Merger Partner the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation (other than any settlement not requiring the payment of any amount to any third party in excess of the retentions or deductibles under any applicable insurance policies of Public Company) without the prior written consent of Merger Partner (which consent shall not be unreasonably withheld, conditioned or delayed), and (b) Merger Partner shall have the right to control the defense and settlement of any Security Holder Litigationlitigation related to this Agreement, the Merger or the other transactions contemplated by this Agreement brought by any stockholder Shareholder or any holder of other securities of Merger Partner against Xxxxxx Merger Partner and/or its directors or officers; provided, provided that Xxxxxx Merger Partner shall give Public Company the opportunity to participate in the defense of any such Security Holder Litigation litigation and shall not settle any such Security Holder Litigation litigation (other than any settlement not requiring the payment of any amount to any third party in excess of the retentions or deductibles under any applicable insurance policies of Merger Partner) without the prior written consent of Public Company (which consent shall not be unreasonably withheld, conditioned or delayed).