Securityholder Litigation. The Company shall give Parent prompt written notice of, and the opportunity to participate in, the defense or settlement of any securityholder litigation against the Company and/or its directors relating to the Transactions, and no such settlement shall be agreed to without Parent’s prior written consent (which consent shall not be unreasonably withheld or delayed).
Appears in 3 contracts
Samples: Merger Agreement (Jda Software Group Inc), Merger Agreement (Jda Software Group Inc), Merger Agreement (I2 Technologies Inc)
Securityholder Litigation. The Company shall promptly notify Parent and give Parent prompt written notice of, and the opportunity to participate in, in the defense or settlement of any securityholder litigation Action brought by any Securityholder against the Company and/or its directors relating to the Transactionstransactions contemplated by this Agreement, and no settlement of any such settlement Action shall be agreed to without Parent’s prior written consent (which consent shall not be unreasonably withheld withheld, delayed or delayedconditioned).
Appears in 2 contracts
Samples: Merger Agreement, Agreement and Plan of Merger (Memc Electronic Materials Inc)
Securityholder Litigation. The Company shall give Parent prompt written notice of, of and the opportunity to participate in, in the defense or settlement of any securityholder litigation Claim against the Company and/or its directors relating to the Transactions, and no such settlement shall be agreed to without Parent’s prior written consent (consent, which consent shall not be unreasonably withheld or delayed)unreasonably.
Appears in 1 contract
Securityholder Litigation. The Company shall give Parent prompt written the notice of, of and the opportunity to participate in, in the defense or settlement of any securityholder litigation against the Company and/or its directors relating to the Transactions, and no such settlement shall be agreed to without Parent’s prior written consent (consent, which consent shall not be unreasonably withheld or delayed)withheld.
Appears in 1 contract