Common use of Procedure with Third Parties and Authorities Clause in Contracts

Procedure with Third Parties and Authorities. If a breach of a representation or of warranty exists because any authorities or third parties raise claims against the Companies, or the Purchasing Subsidiaries or if the Companies or the Purchasing Subsidiaries in connection with such a breach have to enforce any rights or claims against authorities or third parties, such negotiations and proceedings shall be carried on in accordance with the reasonable instructions of Seller who if Seller has fully compensated Purchaser may also take over such negotiations and proceedings or, the Companies or the Purchasing Subsidiaries against such claim conduct them himself for the account of the Companies. The Companies in any event may not settle any such claims without Seller’s consent, which shall not be unreasonably withheld or delayed.