Coverage Limitations. No indemnification is available pursuant --------------------- to the provisions of this Agreement: 3.1.1. If such indemnification is not lawful; 3.1.2. If Indemnitee's conduct giving rise to the Claim with respect to which indemnification is requested was knowingly fraudulent, a knowing violation of law, deliberately dishonest or in bad faith or constituted willful misconduct; 3.1.3. In respect of any Claim based upon or attributable to Indemnitee gaining in fact any personal profit or advantage to which Indemnitee was not legally entitled; 3.1.4. In respect of any Claim for an accounting of profits made from the purchase or sale by Indemnitee of securities of the Company within the meaning of Section 16(b) of the Securities Exchange Act of 1934, as amended; or 3.1.5. In respect of any Claim based upon any violation of Section 174 of the Delaware General Corporation Law, as amended.
Appears in 2 contracts
Sources: Indemnification Agreement (Limited Inc), Indemnification Agreement (Limited Inc)
Coverage Limitations. No indemnification is available pursuant --------------------- -------------------- to the provisions of this Agreement:
3.1.1. If such indemnification is not lawful;
3.1.2. If Indemnitee's conduct giving rise to the Claim with respect to which indemnification is requested was knowingly fraudulent, a knowing violation of law, deliberately dishonest or in bad faith or constituted willful misconduct;
3.1.3. In respect of any Claim based upon or attributable to Indemnitee gaining in fact any personal profit or advantage to which Indemnitee was not legally entitled;
3.1.4. In respect of any Claim for an accounting of profits made from the purchase or sale by Indemnitee of securities of the Company within the meaning of Section 16(b) of the Securities SEcurities Exchange Act of 1934, as amended; or
3.1.5. In respect of any Claim based upon any violation of Section 174 of the Delaware General Corporation Law, Law as amended.
Appears in 1 contract
Coverage Limitations. No indemnification is available pursuant to --------------------- to the provisions of this Agreement:
3.1.1. If such indemnification is not lawful;
3.1.2. If Indemnitee's conduct giving rise to the Claim with respect to which indemnification is requested was knowingly fraudulent, a knowing violation of law, deliberately dishonest or in bad faith or constituted willful misconduct;
3.1.3. In respect of any Claim based upon or attributable to Indemnitee gaining in fact any personal profit or advantage to which Indemnitee was not legally entitled;
3.1.4. In respect of any Claim for an accounting of profits made from the purchase or sale by Indemnitee of securities of the Company within the meaning of Section 16(b) of the Securities Exchange Act of 1934, as amended; or
3.1.5. In respect of any Claim based upon any violation of Section 174 of the Delaware General Corporation Law, as amended.
Appears in 1 contract
Sources: Indemnification Agreement (Abercrombie & Fitch Co /De/)
Coverage Limitations. No indemnification is available pursuant --------------------- to the provisions of this Agreement:
3.1.1. If such indemnification is not lawful;
3.1.2. If Indemnitee's conduct giving rise to the Claim with respect to which indemnification is requested was knowingly fraudulent, a knowing violation of law, deliberately dishonest or in bad faith or constituted willful misconduct;
3.1.3. In respect of any Claim based upon or attributable to Indemnitee gaining in fact any personal profit or advantage to which Indemnitee was not legally entitled;
3.1.4. In respect of any Claim for an accounting of profits made from the purchase or sale by Indemnitee of securities of the Company within the meaning of Section 16(b) of the Securities Exchange Act of 1934, as amended; or
3.1.5. In respect of any Claim based upon any violation of Section 174 of the Delaware General Corporation Law, as amended.
Appears in 1 contract
Coverage Limitations. No indemnification is available pursuant --------------------- to -------------------- the provisions of this Agreement:.
3.1.1. If such indemnification is not lawful;
3.1.2. If Indemnitee's conduct giving rise to the Claim with respect to which indemnification is requested was knowingly fraudulent, a knowing violation of law, deliberately dishonest or in bad faith or constituted willful misconduct;
3.1.3. In respect of any Claim based upon or attributable to Indemnitee gaining in fact any personal profit or advantage to which Indemnitee indemnitee was not legally entitled;
3.1.4. In respect of any Claim for an accounting of profits made from the purchase or sale by Indemnitee of securities of the Company within the meaning of Section 16(b) of the Securities Exchange Act of 1934, as amended; or
3.1.5. In respect of any Claim based upon any violation of Section 174 of the Delaware General Corporation Law, as amended.
Appears in 1 contract