Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim effected without the Company's written consent. The Company shall not settle any action or claim in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 21 contracts
Samples: Indemnification Agreement (Mti Technology Corp), Indemnification Agreement (Mti Technology Corp), Indemnification Agreement (Mti Technology Corp)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement or otherwise for any amounts paid in settlement of any action or claim Proceeding effected without the Company's ’s written consent. The Company shall not settle any action or claim Proceeding in any manner which that would impose any penalty or limitation on Indemnitee without Indemnitee's ’s written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action; the Company’s liability hereunder shall not be excused if participation in the Proceeding by the Company was barred by this Agreement.
Appears in 18 contracts
Samples: Indemnification Agreement (Pultegroup Inc/Mi/), Indemnification Agreement (Cellectar Biosciences, Inc.), Indemnification Agreement (Heidrick & Struggles International Inc)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim Proceeding effected without the Company's ’s written consent. The Company shall not settle any action or claim Proceeding in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's ’s written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 12 contracts
Samples: Indemnification Agreement, Indemnification Agreement (Stonemor Partners Lp), Indemnification Agreement (Stonemor Partners Lp)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee indemnitee under this Agreement for any amounts paid in settlement of any action or claim Claim effected without the Company's ’s prior written consent. The Company shall not settle any action or claim Claim in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's ’s prior written consent. Neither the Company nor the Indemnitee will unreasonably withhold or delay their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 4 contracts
Samples: Indemnification Agreement (Western Gas Resources Inc), Indemnification Agreement (Western Gas Resources Inc), Indemnification Agreement (Western Gas Resources Inc)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim effected without the Company's ’s written consent. The Company shall not settle any action or claim in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's ’s written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 3 contracts
Samples: Indemnification Agreement (PF2 SpinCo, Inc.), Securities Purchase Agreement (Mti Technology Corp), Indemnification Agreement (McKesson Corp)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim Proceeding effected without the Company's written consent. The Company shall not settle any action or claim Proceeding in any manner which would impose any penalty or limitation on Indemnitee Indemnitee's rights under this Agreement without Indemnitee's written consent. Neither the Company nor the Indemnitee will unreasonably withhold their its or his consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 2 contracts
Samples: Indemnification Agreement (Flux Power Holdings, Inc.), Indemnification Agreement (Flux Power Holdings, Inc.)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim effected without the Company's written consent. The Company shall not settle any action or claim in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.. Xxxxx Xxxxxxxxxxxx Indemnification
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Settlement of Claims. The Company shall will not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim effected without the written consent of the Company's written consent. The Company shall will not settle any action or claim in any manner which that would impose any penalty or limitation on Indemnitee without Indemnitee's written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall will not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 1 contract
Samples: Indemnity Agreement (Anchor Gaming)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim effected without the Company's written consent. The Company shall not settle any action or claim in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.. Xxxxx Xxxxx Indemnification
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Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim effected without the Company's ’s written consent. The Company shall not settle any action or claim in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's ’s written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 1 contract
Samples: Indemnification Agreement (United Western Bancorp Inc)
Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim effected without the Companycompany's written consent. The Company shall not settle any action or claim in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall Shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
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Settlement of Claims. The Company shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any action or claim Proceeding effected without the Company's ’s written consent. The Company shall not settle any action or claim Proceeding in any manner which that would impose any penalty or limitation on Indemnitee without Indemnitee's ’s written consent. Neither the Company nor the Indemnitee will unreasonably withhold their consent to any proposed settlement. The Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action.
Appears in 1 contract