Common use of Basic Indemnification Arrangement; Advancement of Expenses Clause in Contracts

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty (20) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 6 contracts

Samples: Indemnification Agreement (Hexcel Corp /De/), Indemnification Agreement (Hexcel Corp /De/), Indemnification Agreement (Freescale Semiconductor, Ltd.)

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Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty thirty (2030) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 5 contracts

Samples: Indemnification Agreement (Travelport LTD), Indemnification Agreement (Lorillard, Inc.), Indemnification Agreement (Fortress Investment Group LLC)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments to Delaware law that become effective after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses Amounts shall be made as soon as practicable but in any event no later than twenty thirty (2030) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 5 contracts

Samples: Indemnification Agreement (DESRI Inc.), Indemnification Agreement (Healthcare Royalty, Inc.), Indemnification Agreement (VG Acquisition Corp.)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such the Indemnitee to be indemnified, to the fullest extent permitted by Delaware applicable law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware applicable law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware applicable law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty (20) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 2 contracts

Samples: Form of Indemnification Agreement (NDS Group Holdings, LTD), Indemnification Agreement (Freescale Semiconductor Holdings I, Ltd.)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty thirty (2030) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Abm Industries Inc /De/)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty sixty (2060) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Donaldson Co Inc)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in whole or in part out ofof or related to) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law applicable laws in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law applicable laws shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law applicable laws as in effect on the date hereof or as such benefits may improve as a result of any amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses Amounts shall be made as soon as practicable but in any event no later than twenty thirty (2030) days after written demand is presented delivered to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (LINE Corp)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section Paragraph 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty thirty (2030) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Global Aviation Holdings Inc.)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. hereof The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty (20) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Form of Indemnification Agreement (Cache Inc)

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Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in whole or in part out ofof or related to) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of any amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses Amounts shall be made as soon as practicable but in any event no later than twenty thirty (2030) days after written demand is presented delivered to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (We Co.)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware applicable law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware applicable law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware applicable law as in effect on the date hereof or as such benefits may improve as a result of amendments to applicable law that become effective after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, include the rights set forth in the other sections of this Agreementhereof. Payments of Indemnifiable Expenses Amounts shall be made as soon as practicable but in any event no later than twenty sixty (2060) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Form of Indemnification Agreement (Digital Media Solutions, Inc.)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments to Delaware law that became effective after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses Amounts shall be made as soon as practicable but in any event no later than twenty thirty (2030) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (KEMPER Corp)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses shall be made as soon as practicable but in any event no later than twenty ten (2010) days after written demand is presented to the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Gannett Co., Inc.)

Basic Indemnification Arrangement; Advancement of Expenses. (a) In the event that the Indemnitee was, is or becomes subject to, a party to or witness or other participant in, or is threatened to be made subject to, a party to or witness or other participant in, a Claim by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify the Indemnitee, or cause such Indemnitee to be indemnified, consistent with the terms of this Agreement, to the fullest extent permitted by Delaware law in effect on the date hereof and as amended from time to time; provided, however, that no change in Delaware law shall have the effect of reducing the benefits available to the Indemnitee hereunder based on Delaware law as in effect on the date hereof or as such benefits may improve as a result of amendments after the date hereof. The rights of the Indemnitee provided in this Section 2 shall include, without limitation, the rights set forth in the other sections of this Agreement. Payments of Indemnifiable Expenses under this Section 2(a) shall be made as soon as practicable but in any no event no later than twenty thirty (2030) days after written demand is presented to received by the Company, against any and all Indemnifiable Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Toll Brothers Inc)

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