Settlement of Indemnified Claims. The indemnifying Party under Sections 13.2 or 13.3, as applicable, shall have the sole authority to settle any indemnified Claim without the consent of the other Party; provided, however, that an indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (a) admit to liability on the part of the other Party; (b) agree to an injunction against the other Party; or (c) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Claim, an indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Parties.
Appears in 4 contracts
Samples: License Agreement (Braeburn Pharmaceuticals, Inc.), License Agreement (Braeburn Pharmaceuticals, Inc.), License Agreement (Titan Pharmaceuticals Inc)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 9.2 or 13.39.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 3 contracts
Samples: License Agreement (Athenex, Inc.), License Agreement (Athenex, Inc.), License Agreement (Athenex, Inc.)
Settlement of Indemnified Claims. The indemnifying Party party under Sections 13.2 Section 11.1 or 13.311.2, as applicable, shall have the sole authority to settle any indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Party party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party or an Indemnified Party; (bii) agree to an injunction against the other Party or an Indemnified Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party or to an Indemnified Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Party party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 3 contracts
Samples: Copromotion and Marketing Services Agreement, Copromotion and Marketing Services Agreement (Indevus Pharmaceuticals Inc), Copromotion and Marketing Services Agreement (Valera Pharmaceuticals Inc)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 10.2 or 13.310.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 2 contracts
Samples: License Agreement (Athenex, Inc.), License Agreement (Athenex, Inc.)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 or 13.3, as applicable, shall have the sole authority to settle any indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Indemnified Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Indemnified Party; (bii) agree to an injunction against the other Indemnified Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Indemnified Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Party party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 2 contracts
Samples: Promotion Agreement (Critical Therapeutics Inc), Marketing Services Agreement (Critical Therapeutics Inc)
Settlement of Indemnified Claims. The indemnifying Party under Sections 13.2 SECTION 9.2 or 13.3SECTION 9.3, as applicable, shall have the sole authority to settle any indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; (iii) separately apportion fault to the other Party in any manner or (civ) settle agree to a settlement or compromise that would result in any matter in a manner that separately apportions fault loss of rights or material liability to the other Party. The Parties further agree that as part of the settlement of any indemnified Claim, an indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Parties.
Appears in 2 contracts
Samples: Sublicense Agreement (Athenex, Inc.), License Agreement (Athenex, Inc.)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections Section 13.2 or 13.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (a) admit to liability on the part of the other Party; (b) agree to an injunction against the other Party; or (c) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Allergan Inc), Mutual Release Agreement (Indevus Pharmaceuticals Inc)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 9.2 or 13.39.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; provided, howeverprovided , however , that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 1 contract
Samples: License Agreement (Athenex, Inc.)
Settlement of Indemnified Claims. The indemnifying Party party under Sections 13.2 10.2 or 13.310.3, as applicable, shall have the sole authority to settle any indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Party party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Claim, an indemnifying Party party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Partiesparties.
Appears in 1 contract
Samples: License Agreement (Athenex, Inc.)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 10.2 or 13.310.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 1 contract
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 Section 10.2 or 13.310.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 1 contract
Samples: Development, License and Commercialization Agreement (Indevus Pharmaceuticals Inc)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections Section 13.2 or 13.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 1 contract
Samples: License, Commercialization and Supply Agreement (Indevus Pharmaceuticals Inc)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 9.2 or 13.39.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 1 contract
Samples: License Agreement (Athenex, Inc.)
Settlement of Indemnified Claims. The indemnifying Indemnifying Party under Sections 13.2 Section 9.2 or 13.3Section 9.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; , provided, however, that an indemnifying Indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (ai) admit to liability on the part of the other Party; (bii) agree to an injunction against the other Party; or (ciii) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 1 contract
Samples: Stock Purchase Agreement (Oncogenex Pharmaceuticals, Inc.)
Settlement of Indemnified Claims. The indemnifying Party under Sections 13.2 Section 10.2 or 13.310.3, as applicable, shall have the sole authority to settle any indemnified Indemnified Claim without the consent of the other Party; provided, however, that an indemnifying Party shall not, without the written consent of the other Party, as part of any settlement or compromise (a) admit to liability on the part of the other Party; (b) agree to an injunction against the other Party; or (c) settle any matter in a manner that separately apportions fault to the other Party. The Parties further agree that as part of the settlement of any indemnified Indemnified Claim, an indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the indemnified Indemnified Parties.
Appears in 1 contract
Samples: License, Development and Commercialization Agreement (MetaStat, Inc.)