Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 7 contracts
Samples: Shareholders Agreement (Hyster-Yale Materials Handling, Inc.), Separation and Distribution Agreement (Cogint, Inc.), Voting Agreement (Cas Medical Systems Inc)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws Bylaws after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 4 contracts
Samples: Shareholders Agreement (WillScot Corp), Agreement and Plan of Merger (Merck & Co., Inc.), Shareholders Agreement (Mobile Mini Inc)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person Indemnitee arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws this ARTICLE VIII after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit suit, proceeding or proceeding other matter for which indemnification or advancement of expenses is sought.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Acceleron Pharma Inc), Business Combination Agreement (Frazier Lifesciences Acquisition Corp)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws Bylaws or an amendment to the Certificate of Incorporation after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 2 contracts
Samples: Joinder Agreement (Foresight Acquisition Corp.), Joinder Agreement (Ascendant Digital Acquisition Corp.)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person director or officer arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws by-laws after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 1 contract
Samples: Transaction Agreement (Advanced Emissions Solutions, Inc.)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws this Article VII after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Franchise Group, Inc.)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws Bylaws after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 1 contract
Samples: Stockholders Agreement (Funko, Inc.)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws Bylaws after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cogentix Medical Inc /De/)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws this Article XI after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 1 contract
Amendment or Repeal. Any A right to indemnification or to advancement of expenses arising under a provision of any Covered Person arising hereunder the Certificate of Incorporation or Bylaws shall not be eliminated or impaired by an amendment to or repeal of these bylaws such provision after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought, unless the provision in effect at the time of such act or omission explicitly authorizes such elimination or impairment after such action or omission has occurred.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Repros Therapeutics Inc.)
Amendment or Repeal. Any right to indemnification or to advancement of expenses of any Covered Person arising hereunder shall not be eliminated or impaired by an amendment to or repeal of these bylaws By-Laws after the occurrence of the act or omission that is the subject of the civil, criminal, administrative or investigative action, suit or proceeding for which indemnification or advancement of expenses is sought.
Appears in 1 contract
