Common use of Settlements; Appearances in Actions Clause in Contracts

Settlements; Appearances in Actions. The Company agrees that, without the Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented fees and disbursements of its legal counsel. In the case of any claim brought against an Indemnified Party for which the Company may be responsible under this Section 8.03, Ormat agrees (at the expense of the Company) to execute such instruments and documents and cooperate as reasonably requested by the Company in connection with the Company’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Xxxxxxxx agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented out-of-pocket fees and disbursements of its external legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.0310.03, Ormat agrees the Agents and Lenders agree (at the expense of the CompanyBorrower) to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyXxxxxxxx’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented fees and disbursements of its legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.0310.03, Ormat agrees the Agents and Lenders agree (at the expense of the CompanyBorrower) to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Each Note Party agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company any Note Party or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company each Note Party agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented out-of-pocket fees and disbursements of its external legal counsel. In the case of any claim brought against an Indemnified Party for which the Company a Note Party may be responsible under this Section 8.0310.03, Ormat agrees the Agents and the Purchasers agree (at the expense of the CompanyNote Parties) to execute such instruments and documents and cooperate as reasonably requested by the Company a Note Party in connection with the Companya Note Party’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented out-of-pocket fees and disbursements of its legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.0310.03, Ormat agrees the Agents and Lenders agree (at the expense of the CompanyBorrower) to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding, which consent shall not be unreasonably withheld or delayed.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consentconsent (which consent shall not be unreasonably withheld, conditioned, or delayed), it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Xxxxxxxx agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented out-of-pocket fees and disbursements of its external legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Xxxxxxxx may be responsible under this Section 8.039.03, Ormat agrees each of the Agents and the Lenders agree (at the expense of the CompanyXxxxxxxx) to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyXxxxxxxx’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented out-of-pocket fees and disbursements of its external legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.0310.03, Ormat agrees the Agents and Lenders agree (at the expense of the CompanyBorrower) to execute such instruments and documents and 118 Bakersfield Refinery – Senior Credit Agreement cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented out-of-pocket fees and disbursements of its external legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.0310.03, Ormat agrees the Agents and Lenders agree (at the expense of the CompanyBorrower) to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.. 135 Bakersfield Refinery – Senior Credit Agreement

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented out-of-pocket fees and disbursements of its external legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.0310.03, Ormat agrees the Agents and Lenders agree (at the expense of the CompanyBorrower) to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including including, without limitation, the reasonable and documented fees and disbursements of its legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.039.03, Ormat agrees (at the expense of the Company) Agents, Issuing Lenders and Lenders agree to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section 9.03 (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceedingproceeding and does not include an admission of fault by such Indemnified Party. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable and documented expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented fees and disbursements of its legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.039.03, Ormat agrees (at the expense of the Company) Agents, Issuing Lenders and Lenders agree to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party under this Agreement Section 10.03 (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceedingproceeding and does not include an admission of fault by such Indemnified Party. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable and documented expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including the reasonable and documented fees and disbursements of its legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.0310.03, Ormat agrees (at the expense of the Company) Agents, Issuing Lenders and Lenders agree to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.

Settlements; Appearances in Actions. The Company Borrower agrees that, without the each Indemnified Party’s prior written consent, it will not settle, compromise or consent to the entry of any judgment in any pending or threatened claim, action or proceeding in respect of which indemnification could be sought by or on behalf of such Indemnified Party Credit Agreement under this Agreement Section (whether or not any Indemnified Party is an actual or potential party to such claim, action or proceeding), unless such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liability arising out of such claim, action or proceeding. In the event that an Indemnified Party is requested or required to appear as a witness in any action brought by or on behalf of or against the Company Borrower or any Affiliate thereof in which such Indemnified Party or any of its Related Parties is not named as a defendant, the Company Borrower agrees to reimburse such Indemnified Party for all reasonable expenses incurred by it in connection with such Indemnified Party’s appearing and preparing to appear as such a witness, including including, without limitation, the reasonable and documented fees and disbursements of its legal counsel. In the case of any claim brought against an Indemnified Party for which the Company Borrower may be responsible under this Section 8.039.03, Ormat agrees (at the expense of the Company) Agents, Issuing Lenders and Lenders agree to execute such instruments and documents and cooperate as reasonably requested by the Company Borrower in connection with the CompanyBorrower’s defense, settlement or compromise of such claim, action or proceeding.