Common use of Claims Initiated by Indemnitee Clause in Contracts

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;

Appears in 25 contracts

Samples: Indemnification Agreement (SemGroup Energy Partners, L.P.), Indemnification Agreement (Martin Midstream Partners Lp), Indemnification Agreement (Targa Resources Partners LP)

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Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this AgreementAgreement or any other statute or law, unless approved by the board;

Appears in 11 contracts

Samples: Indemnification Agreement (Semele Group Inc), Indemnification Agreement (Semele Group Inc), Indemnification Agreement (Banyan Strategic Realty Trust)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to unless said proceedings brought to establish or enforce a right to indemnification under this Agreement;claims were authorized by the board of directors of the Company.

Appears in 11 contracts

Samples: Indemnification Agreement (Callaway Golf Co), Indemnification Agreement (Callaway Golf Co), Indemnification Agreement (Callaway Golf Co)

Claims Initiated by Indemnitee. To indemnify or advance expenses Expenses to Indemnitee with respect to proceedings or claims Actions initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish defense unless the Company has approved the initiation or enforce a right to indemnification under this Agreement;bringing of such Action in writing; or

Appears in 10 contracts

Samples: Indemnification Agreement (ConversionPoint Holdings, Inc.), Indemnification Agreement (Apollo Medical Holdings, Inc.), Indemnification Agreement (General Finance CORP)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this AgreementAgreement or any other statute or law, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate;

Appears in 7 contracts

Samples: Indemnification Agreement (Gentium S.p.A.), Monolithic System (Monolithic System Technology Inc), Indemnification Agreement (MoSys, Inc.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this AgreementAgreement or any other statute or otherwise but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board has approved the initiation or bringing of such suit;

Appears in 6 contracts

Samples: Indemnification Agreement (Resonant Inc), Indemnification Agreement (CNS Response, Inc.), Indemnification Agreement (Spyglass Entertainment Group Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims Proceedings initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings Proceedings brought to establish or enforce a right to indemnification under this AgreementAgreement or any other statute or law or otherwise as required under applicable laws, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate;

Appears in 5 contracts

Samples: Indemnification Agreement (Chukong Holdings LTD), Indemnification Agreement (Zai Lab LTD), Indemnification Agreement (Tuniu Corp)

Claims Initiated by Indemnitee. To indemnify or advance expenses Expenses to Indemnitee with respect to proceedings Proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings defense (other than Proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or the provisions of the Company's Certificate of Incorporation or Bylaws unless a court of competent jurisdiction determines that each of the material assertions made by Indemnitee in such Proceeding were not made in good faith or were frivolous).

Appears in 3 contracts

Samples: Employment and Non Competition Agreement (Pioneer Power Solutions, Inc.), Indemnification Agreement (Pioneer Power Solutions, Inc.), Employment and Non Competition Agreement (Pioneer Power Solutions, Inc.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims Claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish in specific cases if the Board of Directors has approved the initiation or enforce a right to indemnification under this Agreement;bringing of such suit. or

Appears in 3 contracts

Samples: Form of Indemnification Agreement (Alvarion LTD), Indemnification Agreement (Alvarion LTD), Form of Indemnification Agreement (Radview Software LTD)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law or otherwise as required under applicable law, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate; or

Appears in 3 contracts

Samples: Indemnification Agreement (American National Financial Inc), Indemnification Agreement (Integrated Alarm Services Group Inc), Indemnification Agreement (Myers Steven & Associates Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;.

Appears in 3 contracts

Samples: Indemnification Agreement (Micron Technology Inc), Form of Indemnification Agreement (McMS Inc), Indemnification Agreement (Micron Electronics Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings Proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings Proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law or otherwise as required under Section 317 but such indemnification or advancement of Expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 2 contracts

Samples: Cepheid Indemnification Agreement (Cepheid), Director Indemnification Agreement (Enova Systems Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this AgreementAgreement or any other statute, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Managers finds it to be appropriate;

Appears in 2 contracts

Samples: Indemnification Agreement (Rio Vista Energy Partners Lp), Indemnification Agreement (Penn Octane Corp)

Claims Initiated by Indemnitee. To indemnify or advance expenses to an Indemnitee with respect to proceedings or claims Claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except (i) with respect to actions or proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other agreement or insurance policy or under the Company’s Charter now or hereafter in effect relating to Claims for Indemnification events, or (ii) in specific cases if the Board of Directors has approved the initiation or bringing of such Claim; or

Appears in 2 contracts

Samples: Fund and Director Indemnification Agreement (Baozun Cayman Inc.), Fund and Director Indemnification Agreement (Baozun Inc.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims Claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;of

Appears in 2 contracts

Samples: Indemnification Agreement (Avanex Corp), Indemnification Agreement (Transcrypt International Inc)

Claims Initiated by Indemnitee. To Except with respect to proceedings brought to establish or enforce a right to indemnification or advancement under this Agreement, to indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce defense without prior approval by a right to indemnification under this Agreementmajority of the Board of Directors;

Appears in 1 contract

Samples: Indemnification Agreement (Genesis Energy Lp)

Claims Initiated by Indemnitee. To indemnify or advance expenses ------------------------------ to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect unless (i) such indemnification is expressly required to proceedings brought to establish be made by law, or enforce a right to indemnification under this Agreement;(ii) the proceeding was authorized by the Board.

Appears in 1 contract

Samples: Indemnity Agreement (Ecommercial Com Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate.

Appears in 1 contract

Samples: Indemnity Agreement (Omega Flex, Inc.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;a

Appears in 1 contract

Samples: Indemnity Agreement (Maxtor Corp)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this AgreementAgreement or under any other applicable law, statute or rule, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate;

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Celsius Holdings, Inc.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law or otherwise as required under Section 145, but such indemnification or advancement of expenses may be provided by PNCL in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnity Agreement (Pinnacle Airlines Corp)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification under this Agreement;establish

Appears in 1 contract

Samples: Indemnification Agreement (Freemarkets Inc)

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Claims Initiated by Indemnitee. To indemnify or advance expenses Expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification or advancements of Expenses under this Agreement;, but such indemnification or advancement of Expenses may be provided by the Company in specific cases if the Board of Directors, at its sole discretion, finds it to be appropriate; b)

Appears in 1 contract

Samples: Indemnification Agreement (Usa Technologies Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims Claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;,

Appears in 1 contract

Samples: Indemnification Agreement (Eclipse Surgical Technologies Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law or otherwise as required under the Code, but such indemnification or advancement of expenses may be provided by the Corporation in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnification Agreement (Superior Industries International Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee Exhibit 10.18 and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other applicable statute or law.

Appears in 1 contract

Samples: Indemnification Agreement (Millerknoll, Inc.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or of claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;agreement or any other statute or law or as otherwise required under the Statute; but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate.

Appears in 1 contract

Samples: Cook Financial Corporation Indemnification Agreement (Wade Cook Financial Corp)

Claims Initiated by Indemnitee. To indemnify or advance reimburse expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate; (b)

Appears in 1 contract

Samples: 14 Indemnification Agreement (Fw Integrated Orthopaedics Investors Lp)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims Claims initiated or brought voluntarily by Indemnitee and not by way of defense, except (i) with respect to actions or proceedings brought to establish or enforce a right to indemnification under this Agreement;to

Appears in 1 contract

Samples: Indemnification Agreement (Poet Holdings Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses Expenses to the Indemnitee with respect to proceedings Proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings Proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of Expenses arising under this Agreement, the charter documents of the Company, or any statute or law or otherwise;

Appears in 1 contract

Samples: Indemnification Agreement (Flextronics International Ltd.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with With respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this AgreementAgreement or any other statute or law;

Appears in 1 contract

Samples: Director Indemnification Agreement (SXC Health Solutions Corp.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law or otherwise as required under Section 145, but such indemnification or advancement of expenses may be provided by Company in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnity Agreement (Hancock Fabrics Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except (i) with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;enforce

Appears in 1 contract

Samples: Indemnification Agreement (Bigstar Entertainment Inc /Ny)

Claims Initiated by Indemnitee. To indemnify or advance ------------------------------ expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other statute or law or otherwise as required under applicable federal law, but such indemnification or advancement of expenses may be provided by the Bank in specific cases if the Board of Directors finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnification Agreement (Commercial Capital Bancorp Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to Indemnitee with respect to proceedings or claims initiated or brought voluntarily by Indemnitee and not by way of defense, except with respect to proceedings brought to establish or enforce a right to indemnification under this Agreement;Agreement or any other applicable statute or law.

Appears in 1 contract

Samples: Indemnification Agreement (Miller Herman Inc)

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