Settlement of Claim. No admission of liability and no settlement of any Claim in a manner adverse to the Indemnified Party will be made without the consent of the Indemnified Party, such consent not to be unreasonably withheld. No admission of liability will be made by the Indemnified Party without the consent of the Corporation and the Corporation will not be liable for any settlement of any Claim made without its consent, such consent not to be unreasonably withheld.
Settlement of Claim. If the Indemnifying Party fails to assume the defense of a claim meriting indemnification, the Indemnified Party may at the expense of the Indemnifying Party contest, settle, or pay such claim, provided, however, that settlement or full payment of any such claim may be made only following consent of the Indemnifying Party or, absent such consent, written opinion of the Indemnified Party’s counsel that such claim is meritorious or warrants settlement.
Settlement of Claim. The Company's obligation to make the payments ------------------- provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including, without limitation, any set-off, counterclaim, recoupment, defense or other right that the Company may have against the Executive or others. The Company may, however, withhold from any benefits payable under this Agreement all federal, state, city, or other taxes as shall be required pursuant to any law or governmental regulation or ruling.
Settlement of Claim. (a) We will determine your loss on a unit basis. In the event you are unable to provide separate acceptable production records:
(1) For any optional units, we will combine all optional units for which such production records were not provided; or
(2) For any basic units, we will allocate any commingled production to such units in proportion to our liability on the harvested acreage for the units.
(b) In the event of loss or damage covered by this policy, we will settle your claim by:
(1) Multiplying the insured acreage for each type, if applicable, by its respective production guarantee;
(2) Multiplying each result in section 10(b)(1) by the respective price election;
(3) Totaling the results in section 10(b)(2);
(4) Multiplying the total production to be counted by type, if applicable, (see sub- section 10(c)) by the respective price elec- tion;
(5) Totaling the results in section 10(b)(4);
(6) Subtracting the total in section 10(b)(5) from the total in section 10(b)(3); and
(7) Multiplying the result in section 10(b)(6) by your share.
(c) The total production to count (in xxxx- xxx) from all insurable acreage on the unit will include:
(1) All appraised production will be deter- mined as follows:
(i) Not less than the production guarantee per acre for acreage:
(A) That is abandoned;
(B) From which production is sold by di- rect marketing if you fail to meet the re- quirements contained in section 9;
(C) That is damaged solely by uninsured causes; or
(D) For which you fail to provide produc- tion records that are acceptable to us;
(ii) Production lost due to uninsured causes;
(iii) Unharvested production;
(iv) Potential production on insured acre- age that you intend to abandon or no longer care for, if you and we agree on the appraised amount of production. Upon such agreement, the insurance period for that acreage will end. If you do not agree with our appraisal, we may defer the claim only if you agree to continue to care for the crop. We will then make another appraisal when you notify us of further damage or that harvest is general in the area unless you harvested the crop, in which case we will use the harvested produc- tion. If you do not continue to adequately care for the crop, our appraisal made prior to deferring the claim will be used to determine the production to count; and
(v) Any appraised production on insured acreage will be considered production to count unless such production is exceeded by the actual harvested production.
(2) All harve...
Settlement of Claim. In case of loss covered by any of such policies, Lender is authorized to adjust, collect and compromise, in its discretion, all claims thereunder if an Event of Default has occurred and is continuing at the time, subject to the rights of the Senior Lender. In the event of any adjustment, collection and compromise by Lender, Borrower covenants to sign upon demand, or Lender may sign or endorse on Borrower’s behalf, all necessary proofs of loss, receipts, releases and other papers required by the insurance companies to be signed by Borrower. Borrower hereby irrevocably appoints Lender as its attorney-in-fact for the purposes set forth in the preceding sentence, subject to the rights of the Senior Lender. Subject to the rights of the Senior Lender, Lender may deduct from such insurance proceeds any reasonable expenses incurred by Lender in the collection and settlement thereof, including attorneys’ and adjustors’ fees and charges. Nothing contained in this Agreement shall create any responsibility or obligation of the Lender to collect any amounts owing on any insurance policy, to rebuild or replace the damaged or destroyed portions of the Project or to perform any other related act. The Lender shall not, by the fact of approving, disapproving, accepting, preventing, obtaining or failing to obtain any insurance, incur any liability for or with respect to the amount of insurance carried, the form or legal sufficiency of insurance contracts, solvency of insurance companies, or payment or defense of lawsuits, and the Borrower hereby expressly assumes full responsibility therefor and all liability, if any, with respect thereto.
Settlement of Claim. The indemnifier agrees not to settle or compromise or consent to the entry of any judgement in any Claim without first obtaining the written consent of all indemnified parties, which consent will not be unreasonably withheld. Such a settlement, compromise or consent will include an unconditional release of the indemnifier and each of the indemnified parties from all liability arising out of such Claim.
Settlement of Claim. In case of loss covered by any of such policies, Lender is authorized to adjust, collect and compromise, in its discretion, all claims thereunder if an Event of Default has occurred and is continuing at the time, subject to the rights of the Senior Lender and the holder of the Senior Mezz Loan. In the event of any adjustment, collection and compromise by Lender, Borrower covenants to sign upon demand, or Lender may sign or endorse on Borrower’s behalf, all necessary proofs of loss, receipts, releases and other papers required by the insurance companies to be signed by Borrower. Borrower hereby irrevocably appoints Lender as its attorney-in-fact for the purposes set forth in the preceding sentence, subject to the rights of the Senior Lender and the holder of the Senior Mezz Loan. Subject to the rights of the Senior Lender and the holder of the Senior Mezz Loan, Lender may deduct from such insurance proceeds any reasonable expenses incurred by Lender in the collection and settlement thereof, including attorneys’ and adjustors’ fees and charges. Nothing contained in this Agreement shall create any responsibility or obligation of the Lender to collect any amounts owing on any insurance policy, to rebuild or replace the damaged or destroyed portions of the Project or to perform any other related act. The Lender shall not, by the fact of approving, disapproving, accepting, preventing, obtaining or failing to obtain any insurance, incur any liability for or with respect to the amount of insurance carried, the form or legal sufficiency of insurance contracts, solvency of insurance companies, or payment or defense of lawsuits, and Borrower hereby expressly assumes full responsibility therefor and all liability, if any, with respect thereto.
Settlement of Claim. The Lessee may not without prior written consent of the Lessor, settle or compromise any claims under any insurance required by clause 7.1(a) or (c).
Settlement of Claim. In case the Project, or any part or interest in any thereof, is taken by condemnation, then subject to the rights of the Senior Lender, the Lender is hereby empowered to collect and receive all compensation and awards of any kind whatsoever (referred to collectively herein as “Condemnation Awards”) which may be paid for any property taken or for damages to any property not taken (all of which the Borrowers hereby assign to the Lender, subject to the rights of the Senior Lender in the same). Borrowers covenant to sign upon demand, or Lender may sign or endorse on Borrowers’ behalf, all necessary proofs of loss, receipts, releases and other papers required by the condemning authority to be signed by Borrowers for such purpose. Borrowers hereby irrevocably appoint Lender as their attorney-in-fact for the purposes set forth in this Section 9. Lender may deduct from any Condemnation Awards, any reasonable expenses incurred by Lender in the collection and settlement thereof, including attorneys’ and adjusters’ fees and charges.
Settlement of Claim. No admission of liability and no settlement of any Action or threatened Action in a manner adverse to the Indemnitee will be made without the written consent of the Indemnitee, such consent not to be unreasonably withheld. No admission of liability will be made by the Indemnitee without the consent of the Corporation and the Corporation will not be liable for any settlement of any Action or threatened Action made without its consent, such consent not to be unreasonably withheld.
