Common use of Security Holder Litigation Clause in Contracts

Security Holder Litigation. Each Party shall provide the other Party prompt oral notice (but in any event within forty-eight (48) hours) of any litigation brought or threatened by any stockholder of that Party against such Party, any of its Subsidiaries and/or any of their respective directors or officers relating to the Merger, this Agreement or any of the Transactions. Unless, in the case of such litigation with respect to the Company, the Company Board has made a Change of Recommendation, the Company shall give Parent the opportunity to participate (at Parent’s expense) in the defense, prosecution or settlement of any such litigation, and the Company shall not offer to settle any such litigation, nor shall any such settlement be agreed to without Parent’s prior written consent (such consent not to be unreasonably withheld, conditioned or delayed). In the event of, and to the extent of, any conflict or overlap between the provisions of this Section 6.9 and Section 5.1 or Section 6.2, the provisions of this Section 6.9 shall control.

Security Holder Litigation. Each Party shall provide the other Party prompt oral notice (but in any event within fortytwenty-eight four (4824) hours) of any litigation brought or threatened by any stockholder shareholder of that Party against such Party, any of its Subsidiaries and/or or any of their respective directors or officers relating to the Merger, this Agreement or any of the Transactions. Unless, in the case of such litigation with respect to the Company, the Company Board (or a duly authorized committee thereof) has made a Company Change of Recommendation, the Company shall give Parent the opportunity to participate (at Parent’s expense) in the defense, prosecution or settlement of any such litigation, and the Company shall not offer to settle any such litigation, nor shall any such settlement be agreed to without Parent’s prior written consent, which consent (such consent shall not to be unreasonably withheld, conditioned delayed or delayed)conditioned. In the event of, and to the extent of, any conflict or overlap between the provisions of this Section 6.9 and Section 5.1 or Section 6.26.3, the provisions of this Section 6.9 shall control.

Security Holder Litigation. Each Party shall provide the other Party prompt oral notice (but in any event within fortytwenty-eight four (4824) hours) of any litigation brought or threatened by any stockholder of that Party against such Party, any of its Subsidiaries and/or or any of their respective directors or officers relating to the Merger, this Agreement or any of the Transactions. Unless, in the case of such litigation with respect to the Company, the Company Board (or a duly authorized committee thereof) has made a Company Change of RecommendationRecommendation pursuant to Section 5.2, the Company shall give Parent the opportunity to participate (at Parent’s expense) in the defense, prosecution or settlement of any such litigation, and the Company shall not offer to settle any such litigation, nor shall any such settlement be agreed to without Parent’s prior written consent (such consent not to be unreasonably withheld, conditioned or delayed)consent. In the event of, and to the extent of, any conflict or overlap between the provisions of this Section 6.9 6.8 and Section 5.1 or Section 6.2, the provisions of this Section 6.9 6.8 shall control.

Security Holder Litigation. Each Party shall provide the other Party prompt oral notice (but in any event within forty-eight two (482) hoursBusiness Days) of any litigation brought or threatened by any stockholder of that Party against such Party, any of its Subsidiaries and/or or any of their respective directors or officers relating to the Merger, this Agreement or any of the Transactions. Unless, in the case of such litigation with respect to the Company, the Company Board has made a Change of Recommendation, the The Company shall give Parent the opportunity to participate (at Parent’s expense) in the defense, prosecution or settlement of any such litigation, and the Company shall not offer to settle any such litigation, nor shall any such settlement be agreed to without Parent’s prior written consent, which consent (such consent shall not to be unreasonably withheld, conditioned delayed or delayed)conditioned; provided that the Company shall be permitted to settle any such litigation without Parent’s consent to the extent such settlement only requires the Company to provide additional disclosure. In the event of, and to the extent of, any conflict or overlap between the provisions of this Section 6.9 5.9 and Section 5.1 4.1 or Section 6.25.3, the provisions of this Section 6.9 5.9 shall control.