Settlement of Claims Contract Clauses (131)

Grouped Into 5 Collections of Similar Clauses From Business Contracts

This page contains Settlement of Claims clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company's prior written consent, which shall not be unreasonably withheld; provided, however, that if a Change in Control has occurred, the Company shall be liable for indemnification of the Indemnitee for amounts paid in settlement if an Independent Counsel has approved the settlement. The Company shall no...t settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee's prior written consent. View More
Found in BRUKER CORP contract
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Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company's prior written consent, which shall not be unreasonably withheld; provided, however, that if a Change in Control has occurred, the Company shall be liable for indemnification of the Indemnitee for amounts paid in settlement if an Independent Counsel has approved the settlement. The Company shall no...t settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee's prior written consent. View More
Found in POLARITYTE, INC. contract
Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company's prior written consent, which shall not be unreasonably withheld; provided, however, that if a Change in Control has occurred, the Company shall be liable for indemnification of the Indemnitee for amounts paid in settlement if an Independent Counsel has approved the settlement. withheld. The Compan...y shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee's prior written consent. The Company shall not, without the prior written consent of Indemnitee, effect any settlement of any Claim relating to an Indemnifiable Event which Indemnitee is or could have been a party unless such settlement solely involves the payment of money and includes a complete and unconditional release of Indemnitee from all liability on all claims that are the subject matter of such Claim. View More
Found in HARBOR DIVERSIFIED, INC. contract
Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company's prior written consent, which shall not be unreasonably withheld; provided, however, that if a Change in Control has occurred, the Company shall be liable for indemnification of the Indemnitee for amounts paid in settlement if an Independent Counsel has approved the settlement. withheld. The Compan...y shall not settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee's prior written consent. View More
Found in Purple Innovation, Inc. contract
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Settlement of Claims. The Corporation shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any Proceeding effected without the Corporation's prior written consent. The Corporation shall not settle any Proceeding in any manner which would impose any penalty or limitation on Indemnitee without Indemnitee's prior written consent. Neither the Corporation nor Indemnitee will unreasonably withhold or delay their consent to any proposed settlement. The Corporation shall not ...be liable to indemnify Indemnitee under this Agreement with regard to any judicial award if the Corporation was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action. View More
Found in SANDRIDGE ENERGY INC contract
Settlement of Claims. The Corporation shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any Proceeding effected without the Corporation's prior written consent. The Corporation shall not settle any Proceeding in any manner which would impose any penalty or limitation on Indemnitee or disclosure obligation with respect to Indemnitee, or that would directly or indirectly constitute or impose any admission or acknowledgment of fault or culpability with respect to Inde...mnitee, without Indemnitee's prior written consent. Neither the Corporation nor Indemnitee will unreasonably withhold or delay their consent to any proposed settlement. The Corporation shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any Proceeding effected without the Corporation's written consent, or with regard to any judicial award award, if the Corporation was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action. Proceeding. View More
Found in Concho Resources contract
Settlement of Claims. The Corporation shall not be liable to indemnify the Indemnitee under this Agreement for any amounts paid in settlement of any Proceeding action or claim effected without the Corporation's prior written consent. The Corporation shall not settle any Proceeding action or claim in any manner which would impose any penalty or limitation liability on the Indemnitee without the Indemnitee's prior written consent. Neither the Corporation nor the Indemnitee will shall unreasonably withhold or delay thei...r its consent to any proposed settlement. The Corporation shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial award if the Corporation was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action. View More
Found in Brink's Company (The) contract
Settlement of Claims. The Corporation shall not be liable to indemnify Indemnitee under this Agreement for any amounts paid in settlement of any Proceeding Indemnifiable Matter effected without the Corporation's prior written consent. The Corporation shall not settle any Proceeding Indemnifiable Matter in any manner which that would impose any penalty or limitation on Indemnitee Indemnitee's rights under this Agreement without Indemnitee's prior written consent. Neither the Corporation nor Indemnitee will unreasonabl...y withhold or delay their its consent to any proposed settlement. The Corporation shall not be liable to indemnify Indemnitee under this Agreement with regard to any judicial award if the Corporation was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action. View More
Found in Hempacco Co., Inc. contract
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Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement (a) for any amounts paid in settlement of any action or claim effected without the Company's written consent, which consent shall not be unreasonably withheld; or (b) for 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.
Found in ECO SCIENCE SOLUTIONS, INC. contract
Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement for (a) for any amounts paid in settlement of any action or claim effected without the Company's written consent, which consent shall not be unreasonably withheld; withheld, or (b) for 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.
Found in NTN BUZZTIME INC contract
Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement (a) for any amounts paid in settlement of any action or claim effected without the Company's written consent, which consent shall not be unreasonably withheld; or (b) for 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 shall not settle any Proceeding in any manner that would impose any penalty or limitation... on, or disclosure obligation with respect to, the Indemnitee without the Indemnitee's written consent, which consent shall not be unreasonably withheld. View More
Found in ELAH Holdings, Inc. contract
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Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company's prior written consent, which shall not be unreasonably withheld; provided, however, that if a Change in Control has occurred, the Company shall be liable for indemnification of the Indemnitee for amounts paid in settlement if an Independent Counsel has approved the settlement. The Company shall no...t settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses on the Indemnitee without the Indemnitee's prior written consent. 10 12. Duration. All agreements and obligations of the Company contained herein shall continue during the period that Indemnitee is a director or officer of the Company (or is serving at the request of the Company as a director, officer, employee, member, trustee or agent of another Enterprise) and shall continue thereafter (i) so long as Indemnitee may be subject to any possible Claim relating to an Indemnifiable Event (including any rights of appeal thereto) and (ii) throughout the pendency of any proceeding (including any rights of appeal thereto) commenced by Indemnitee to enforce or interpret his or her rights under this Agreement, even if, in either case, he or she may have ceased to serve in such capacity at the time of any such Claim or proceeding. View More
Found in Red Violet, Inc. contract
Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company's prior written consent, which shall not be unreasonably withheld; provided, however, that if a Change in Control has occurred, the Company shall be liable for indemnification of the Indemnitee for amounts paid in settlement if an Independent Counsel has approved the settlement. The Company shall no...t settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses or limitation on the Indemnitee without the Indemnitee's prior written consent. 10 12. Duration. All agreements and obligations consent which shall not be unreasonably withheld. The Company shall not, on its own behalf, settle any part of the Company contained herein shall continue during the period that any proceeding to which Indemnitee is a director party with respect to other parties (including the Company) if any portion of such settlement is to be funded from insurance proceeds unless approved by (a) the written consent of Indemnitee (provided, however, that such consent shall not be unreasonably withheld) or officer (b) a majority of the Company (or is serving at Disinterested Directors; provided, however, that the request right to constrain the Company's use of the Company corporate insurance as a director, officer, employee, member, trustee or agent of another Enterprise) and described in this Section 11 shall continue thereafter (i) so long as Indemnitee may be subject to any possible Claim relating to an Indemnifiable Event (including any rights of appeal thereto) and (ii) throughout the pendency of any proceeding (including any rights of appeal thereto) commenced by Indemnitee to enforce or interpret his or her rights under this Agreement, even if, in either case, he or she may have ceased to serve in such capacity terminate at the time the Company concludes pursuant to the terms of any the Agreement that the Indemnitee is not entitled to indemnification pursuant to this Agreement, or such Claim or proceeding. indemnification obligation to Indemnitee has been fully discharged by the Company. View More
Found in LONGEVERON LLC contract
Settlement of Claims. The Company shall not be liable to Indemnitee under this Agreement for any amounts paid in settlement of any threatened or pending Claim related to an Indemnifiable Event effected without the Company's prior written consent, which shall not be unreasonably withheld; provided, however, that if a Change in Control has occurred, the Company shall be liable for indemnification of the Indemnitee for amounts paid in settlement if an Independent Counsel has approved the settlement. The Company shall no...t settle any Claim related to an Indemnifiable Event in any manner that would impose any Losses or limitation on the Indemnitee without the Indemnitee's prior written consent. 10 consent which shall not be unreasonably withheld. The Company shall not, on its own behalf, settle any part of any proceeding to which Indemnitee is a party with respect to other parties (including the Company) if any portion of such settlement is to be funded from insurance proceeds unless approved by (a) the written consent of Indemnitee (provided, however, that such consent shall not be unreasonably withheld) or (b) a majority of the Disinterested Directors; provided, however, that the right to constrain the Company's use of corporate insurance as described in this Section 11 shall terminate at the time the Company concludes pursuant to the terms of the Agreement that the Indemnitee is not entitled to indemnification pursuant to this Agreement, or such indemnification obligation to Indemnitee has been fully discharged by the Company. 13 12. Duration. All agreements and obligations of the Company contained herein shall continue during the period that Indemnitee is a director or officer of the Company (or is serving at the request of the Company as a director, officer, employee, member, trustee or agent of another Enterprise) and shall continue thereafter (i) so long as Indemnitee may be subject to any possible Claim relating to an Indemnifiable Event (including any rights of appeal thereto) and (ii) throughout the pendency of any proceeding (including any rights of appeal thereto) commenced by Indemnitee to enforce or interpret his or her rights under this Agreement, even if, in either case, he or she may have ceased to serve in such capacity at the time of any such Claim or proceeding. proceeding.13. Non-Exclusivity. The rights of Indemnitee hereunder, including, without limitation, to indemnification and Expense Advance, will be in addition to, but not exclusive of, any other rights Indemnitee may have at any time under the Constituent Documents, the DGCL, any D&O Insurance policy, any other contract, vote of stockholders or directors (or a committee of directors) or otherwise (collectively, "Other Indemnity Provisions"); provided, however, that (a) to the extent that Indemnitee otherwise would have any greater right to indemnification under any Other Indemnity Provision, Indemnitee will be deemed to have such greater right hereunder and (b) to the extent that any change is made to any Other Indemnity Provision which permits any greater right to indemnification than that provided under this Agreement as of the date hereof, Indemnitee will be deemed to have such greater right hereunder. View More
Found in Dick's Sporting Goods Inc contract
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Settlement of Claims. 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 which the Company may have against the Executive or others.
Found in Neff Corp contract
Settlement of Claims. The Company's Employer'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, defense, recoupment, defense or other right which the Company Employer may have against the Executive or others.
Found in FB Financial Corp contract
Settlement of Claims. The Company's Corporation'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 which the Company Corporation may have against the Executive or others.
Found in HANSEN MEDICAL INC contract
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