Board of Directors; Indemnification. The Company shall use its best efforts to hold meetings of the Board at least once every four to six weeks unless otherwise agreed to by the Board. The Charter or By-laws of the Company shall at all times provide for the indemnification of the Board to the fullest extent provided by the law of the jurisdiction in which the Company is organized. The Company shall promptly reimburse in full each director of the Company who is not an employee of the Company for all reasonable out-of-pocket expenses incurred in attending each meeting of the Board of Directors of the Company or any committee thereof.
Board of Directors; Indemnification. The Board of Directors shall ------------------------------------ not consist of more than four (4) directors. The By-laws of the Company shall at all times provide for the indemnification of the Board of Directors to the full extent provided by the law of jurisdiction in which the Company is organized. The Company shall maintain directors and officers insurance with coverage and premium levels consistent with policies carried by companies of similar size engaged in similar businesses.
Board of Directors; Indemnification. Alan Xxxxxxxxx, Xx. Xxxxxx Xxxxxxx, Dr. Xxxxxxx Xxxlxx, Xxhn Xxxxx, Xxrcxxx X. Xxxxxxxx xxx Jamex Xxxxx xxxll have been elected to the Board of Directors, and the Company shall have agreed and obligated itself, either in the Amended and Restated Certificate or in the Company's Bylaws, to indemnify its officers and directors to the fullest extent permitted by Delaware law.
Board of Directors; Indemnification. The Company shall pay or ----------------------------------- reimburse each Director for his reasonable travel expenses incurred in connection with attending meetings or other functions of the Board of Directors and committees thereof and for the reasonable costs incurred by him in connection with any other work on behalf of the Company. The Amended Certificate and Bylaws of the Company will in respect of all times during which any nominee of any of the Investors serves as a director of the Company provide for exculpation and indemnification of the directors and limitations on the liability of the directors to the fullest extent permitted under applicable state law, and the Company shall obtain and maintain a reasonable amount of directors and officers' liability insurance coverage on terms satisfactory to the Investors' Nominee covering, among other things, violations of federal or state securities laws.
Board of Directors; Indemnification. The Board of Directors shall consist of up to seven (7) directors. Summit Ventures IV, L.P. shall have the right to appoint one designee to be elected to the Board, Crosspoint Venture Partners 1993 shall have the right to appoint one designee to the Board and Xxxxxxx Xxxxxxx shall have the right to designate three designees to be elected to the Board, each designee being subject to the then existing Board of Directors approval all pursuant to the Stockholders' Agreement attached hereto as EXHIBIT 2.4F. Xxxxxxx Xxxxxxx shall be elected to the Board of Directors as ------------ Chairman of the Board. At such time as a Chief Executive Officer is appointed, such officer shall be elected to the Board of Directors. The certificate of incorporation or bylaws of the Company shall at all times provide for the indemnification of the Board of Directors to the full extent provided by the law of the jurisdiction in which the Company is organized and the Company shall enter into an Indemnity Agreement with each Investor and the Investors' designee in the form set forth in EXHIBIT 2.4J. The Company shall use all commercially ------------ reasonable efforts to obtain and maintain directors and officers liability insurance with coverage and premium levels consistent with policies carried by companies of similar size. The Company shall pay for reasonable travel and living expenses of the members of the Board of Directors who are not employees of the Company in attending meetings of the Board of Directors and committees thereof and in conducting other business on behalf of the Company.
Board of Directors; Indemnification. (a) Following the Closing, the Board of Directors shall consist of not more than nine (9) directors to be elected in the manner provided in the Certificate of Incorporation. The Corporation shall hold meetings of the Board of Directors not less frequently then one time every 3 months.
Board of Directors; Indemnification. The Board of Directors shall consist of not less than three (3) directors. The articles of incorporation and bylaws of the Company shall at all times provide for the indemnification of the directors of the Company to the fullest extent provided by the law of the jurisdiction in which the Company is organized. Prior to such time as the Company effects the first and underwritten public offering of its Common Stock, the Company will obtain and maintain directors and officers liability insurance with limits of not less than $10,000,000. The Company shall pay for reasonable travel and living expenses of the members of the Board of Directors who are not employees of the Company in attending meetings of the Board of Directors and committees thereof and in conducting other business on behalf of the Company.
Board of Directors; Indemnification. For so long as there exists an ownership interest in Ace by AutoCorp, Buyers and Ace covenant and agree to appoint a representative designated by AutoCorp to serve as a member of the Board of Directors of Ace. Without the prior written consent of AutoCorp, there will be no other members of Ace's Board of Directors other than Buyers and AutoCorp's designated representative. To the greatest extent permitted by applicable law, Buyers and Ace hereby covenant and agree to indemnify, defend and hold harmless AutoCorp and its Ace board representative for all actions, claims, costs, liabilities and obligations arising or in any way related to this Agreement and/or the transactions contemplated hereby. At AutoCorp's election, Buyers and/or Ace shall provide at their expense, director and officer liability insurance for AutoCorp's designated representative on the Ace board, which policy shall have such limits and contain such provisions and riders as determined by AutoCorp in its reasonable discretion.
Board of Directors; Indemnification. The Board of Directors shall not consist of more than seven (7) directors, and shall consist of one member designated by the Purchasers pursuant to the Stockholders' Agreement attached hereto as Exhibit 2.01B. The certificate of incorporation or bylaws of the Company shall at all times provide for the indemnification of the Board of Directors to the full extent provided by the law of the jurisdiction in which the Company is organized. The Company shall pay for reasonable travel and living expenses of the members of the Board of Directors designated by the Purchasers in attending meetings of the Board of Directors and committees thereof and in conducting other business on behalf of the Company in accordance with the Company's customary travel policy.
Board of Directors; Indemnification. The Board of Directors shall not consist of more than five (5) directors, and one member of the Board of Directors designated by the Purchasers will be appointed to the Executive Committee of the Board of Directors, if and when such Executive Committee is formed. The Articles of Incorporation or Bylaws of the Company shall at all times provide for the indemnification of the Board of Directors to the full extent provided by the law of the jurisdiction in which the Company is organized. If requested by the Board of Directors, the Company shall use its best efforts to obtain and maintain directors and officers insurance with coverage and premium levels consistent with policies carried by companies of similar size engaged in similar businesses, provided that such insurance can be obtained for reasonable premiums, as determined by the Board of Directors. The Company shall pay for reasonable travel and living expenses of the members of the Board of Directors designated by the Purchasers in attending meetings of the Board of Directors and committees thereof and in conducting other business on behalf of the Company.
