Common use of Director and Officer Liability and Indemnification Clause in Contracts

Director and Officer Liability and Indemnification. For a period of six years after the Closing, Buyer shall not, and shall not permit the Company to amend, repeal or modify any provision in the Company’s certificate of incorporation or bylaws relating to the exculpation or indemnification of any officers and directors (unless required by law), it being the intent of the parties that the officers and directors of the Company shall continue to be entitled to such exculpation and indemnification to the full extent of the law.

Director and Officer Liability and Indemnification. For Unless required by law, for a period of six (6) years after the Closing, Buyer the Purchaser shall not, and shall not permit the Company to to, amend, repeal or modify any provision the provisions in the Company’s certificate of incorporation or bylaws Organizational Documents relating to the exculpation or indemnification of any officers and directors (unless required by law)officers, it being directors, partners or managers in a manner that adversely impacts such officers’, directors’, partners’ or managers’ rights related to exculpation or indemnification as set forth in such Organizational Documents on the intent of the parties that the officers and directors of the Company shall continue to be entitled to such exculpation and indemnification to the full extent of the lawdate hereof.

Director and Officer Liability and Indemnification. For a period of six seven years after the Closing, Buyer shall not, and Purchaser shall not permit the Company to or Subsidiary to, amend, repeal or modify any provision in the Company’s certificate of incorporation its respective charter or bylaws relating to the exculpation or indemnification of any former officers and directors (unless required by law), it being the intent of the parties that the officers and directors of the Company shall continue to be entitled to such exculpation and indemnification to the full extent of the law.of

Director and Officer Liability and Indemnification. For a period of six (6) years after the Closing, Buyer shall not, and Buyer shall not permit the Company to amend, repeal or modify any provision in the Company’s certificate of incorporation or bylaws (or other organizational documents) of the Company relating to the exculpation or indemnification of any officers and directors (unless required by law), it being the intent of the parties Parties that the officers and directors of the Company shall continue to be entitled to such exculpation and indemnification to the full extent of the law.

Director and Officer Liability and Indemnification. For a period of six years after the Closing, (a) Buyer shall not, and shall not permit cause the Company to amendnot to, repeal or modify any provision for a period of six (6) years after the Closing Date, amend the indemnification, advancement of expenses and limitation on liability provisions existing in the Company’s certificate of incorporation or bylaws relating to the exculpation or indemnification favor of any officers and directors (unless required by law)current or former officers, it being the intent of the parties that the officers and directors directors, managers or employees of the Company shall continue to be entitled as set forth in the Organizational Documents of the Company in effect as of the date hereof in any manner adverse in any material respect to such exculpation and indemnification to the full extent current or former officers, directors, managers or employees of the lawCompany.

Director and Officer Liability and Indemnification. For a period of six years after the ClosingClosing Date, the Buyer shall not, and shall not permit the any Acquired Company to amend, repeal or modify any provision in the any Acquired Company’s certificate of incorporation or bylaws or organizational documents relating to the exculpation or indemnification of any officers and directors (unless required by law)current or former officer or director, it being the intent of the parties that the officers and directors of the Company Acquired Companies shall continue to be entitled to such exculpation and indemnification to the full extent of the law.

Director and Officer Liability and Indemnification. For a period of six seven (7) years after the ClosingClosing Date, Buyer shall not, and shall not permit the Company to amend, repeal or modify any the provision in the Company’s certificate of incorporation or bylaws Charter and Bylaws relating to the exculpation or indemnification of any former officers and directors (unless required by law), it being the intent of the parties that the officers and directors of the Company prior to the Closing shall continue to be entitled to such exculpation and indemnification by the Company to the full fullest extent of the permitted under applicable law.

Director and Officer Liability and Indemnification. For a period of six (6) years after the Closing, the Buyer shall not, and shall not permit the Company to to, amend, repeal or modify any provision in the Company’s certificate 's Articles of incorporation Incorporation or bylaws By-Laws relating to the exculpation or indemnification of any former officers and directors (directors, unless required by law), it being the intent of the parties that the officers and directors of the Company shall continue to be entitled to or unless such exculpation and amendment does not adversely affect such indemnification to the full extent of the lawrights.

Director and Officer Liability and Indemnification. For a period of six seven years after the Closing, Buyer shall not, and Purchaser shall not permit the Company or Subsidiary to amend, repeal or modify any provision in the Company’s certificate its respective Certificate of incorporation Incorporation or bylaws Bylaws relating to the exculpation or indemnification of any former officers and directors (unless required by law), it being the intent of the parties that the officers and directors of the Company and Subsidiary prior to the Closing shall continue to be entitled to such exculpation and indemnification to the full fullest extent of the permitted under applicable law.

Director and Officer Liability and Indemnification. (a) For a period of six years after the Closing, Buyer shall will not, and shall will not permit the Company to to, amend, repeal or modify any provision in the Company’s certificate Articles of incorporation Incorporation, Bylaws or bylaws other equivalent governing documents relating to the exculpation exculpation, indemnification or indemnification advancement of expenses of any current and former officers and or directors of the Company (unless required by law), it being the intent of the parties that the officers and directors of the Company shall continue to be entitled to such exculpation and indemnification to the full extent of the law.