Common use of Settlement of Indemnified Claims Clause in Contracts

Settlement of Indemnified Claims. The Indemnifying Party under Sections 9.2 or 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 (i) admit to liability on the part of the other Party; (ii) agree to an injunction against the other Party; or (ii) 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. *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. EXECUTION COPY

Settlement of Indemnified Claims. The Indemnifying Party under Sections 9.2 or 9.3, as applicable, shall have the sole authority to settle any Indemnified Claim without the consent of *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. 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 (i) admit to liability on the part of the other Party; (ii) agree to an injunction against the other Party; or (iiiii) 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. *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. EXECUTION COPY.

Settlement of Indemnified Claims. The Indemnifying indemnifying Party under Sections 9.2 Section 14.2 or 9.314.3, as applicable, shall have the sole authority to settle any Indemnified indemnified Third Party 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 (ia) admit to liability or fault on the part of the other Party; (iib) agree to an injunction against the other Party; or (iic) settle any matter or consent to any final judgment in a manner that (i) separately apportions fault to the other Party, (ii) requires a monetary payment by the other Party, or (iii) negatively affects the other Party’s rights in and to any of its intellectual property. The Parties further agree that as part of the settlement of any Indemnified indemnified Third Party Claim, an Indemnifying indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the Indemnified indemnified Parties. *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. EXECUTION COPY.

Settlement of Indemnified Claims. The Indemnifying indemnifying Party under Sections SECTION 9.2 or SECTION 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, FOIA CONFIDENTIAL TREATMENT REQUESTED Confidential Materials omitted and filed separate with the Securities and Exchange Commission Triple asterisks denote omissions without the written consent of the other Party, as part of any settlement or compromise (i) admit to liability on the part of the other Party; (ii) agree to an injunction against the other Party; (iii) separately apportion fault to the other Party in any manner or (iiiv) 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 indemnified Claim, an Indemnifying indemnifying Party shall obtain a full, complete and unconditional release from the claimant on behalf of the Indemnified indemnified Parties. *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. EXECUTION COPY.