No Compromise. The Indemnifying Party shall not be permitted to compromise and settle or to cause a compromise and settlement of any Third Party Claim, without the prior written consent of the Indemnified Party, unless: (a) the terms of the compromise and settlement require only the payment of money and do not require the Indemnified Party, the Corporation or any of the Subsidiaries to admit any of the Subsidiaries to admit any wrongdoing or take or refrain from taking any action; and (b) the Indemnified Party receives, as part of the compromise and settlement, a legally binding and enforceable unconditional satisfaction or release, which is in form and substance satisfactory to the Indemnified Party, acting reasonably, from any and all obligations or liabilities it may have with respect to the Third Party Claim.
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No Compromise. The Indemnifying Party shall not be permitted to compromise and settle or to cause a compromise and settlement of any Third Party Claim, without the prior written consent of the Indemnified PartyParty which consent shall not be unreasonably withheld or delayed, unless:
(a) 6.5.1 the terms of the compromise and settlement require only the payment of money and do not require the Indemnified Party, the Corporation or any of the Subsidiaries to admit any of the Subsidiaries Party to admit any wrongdoing or take or refrain from taking any action; and
(b) 6.5.2 the Indemnified Party receives, as part of the compromise and settlement, a legally binding and enforceable unconditional satisfaction or release, which is in form and substance satisfactory to the Indemnified Party, acting reasonably, from any and all obligations or liabilities it may have with respect to the Third Party Claim.
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No Compromise. The Indemnifying Party shall not be permitted to ------------- compromise and settle or to cause a compromise and settlement of any Third Third-Party Claim, without the prior written consent of the Indemnified Party, unless:
(a) 12.6.1 the terms of the compromise and settlement require only the payment of money and do not require the Indemnified Party, the Corporation Corporation, Roche or any of the Subsidiaries to admit any of the Subsidiaries Subsidiary to admit any wrongdoing or take or refrain from taking any action; and
(b) 12.6.2 the Indemnified Party receives, as part of the compromise and settlement, a legally binding and enforceable unconditional satisfaction or release, which is in form and substance satisfactory to the Indemnified Party, acting reasonably, from any and all obligations or liabilities it it, the Corporation, Roche or any Subsidiary, as the case may be, may have with respect to the Third Third-Party Claim.
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