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

Director and Officer Liability; Indemnification. (a) If the Closing occurs, the Purchaser shall cause all rights to indemnification and all limitations on liability existing in favor of any employee, officer, director, managing member, manager, Affiliate and agent of the Acquired Entities, in each case that is an individual (collectively, the “Company Indemnitees”), as provided in the Organizational Documents of the Acquired Entities to survive the consummation of the Transactions and continue in full force and effect and be honored by the Acquired Entities after the Closing. The obligations of the Purchaser under this Section 9.01(a) shall not be terminated or modified in such a manner as to adversely affect any Company Indemnitee to whom this Section 9.01(a) applies without the consent of such affected Company Indemnitee (it being expressly agreed that the Company Indemnitees to whom this Section 9.01(a) applies shall be third party beneficiaries of this Section 9.01(a)). If the Closing occurs, the Purchaser shall cause the Acquired Entities to pay all expenses to any Company Indemnitee incurred in successfully enforcing the indemnity or other obligations provided for in this Section 9.01(a).

Director and Officer Liability; Indemnification. (a) If the Closing occurs, the Purchaser shall cause all rights to indemnification and all limitations on liability existing in favor of any employee, officer, director, managing member, manager, Affiliate and agent member or manager of the Acquired Entities, in each case that is an individual (collectively, the “Company Indemnitees”), as provided in the Organizational Documents of the Acquired Entities to survive the consummation of the Transactions transactions contemplated hereby and continue in full force and effect and be honored by the Acquired Entities after the Closing. The obligations of the Purchaser under this Section 9.01(a) shall not be terminated or modified in such a manner as to adversely affect any Company Indemnitee to whom this Section 9.01(a) applies without the consent of such affected Company Indemnitee (it being expressly agreed that the Company Indemnitees to whom this Section 9.01(a) applies shall be third party beneficiaries of this Section 9.01(a)). If the Closing occurs, the Purchaser shall cause the Acquired Entities to pay all expenses to any Company Indemnitee incurred in successfully enforcing the indemnity or other obligations provided for in this Section 9.01(a).

Director and Officer Liability; Indemnification. (a) If the Closing occurs, the Purchaser shall cause agrees that all rights to indemnification and all limitations on liability existing in favor of any employee, officer, director, managing member, manager, Affiliate and agent director or manager of the Acquired EntitiesCompany, in each case that is an individual (collectively, the “Company Indemnitees”), as provided in the Organizational Documents certificate of incorporation, by-laws or other organizational documents of the Acquired Entities to Company shall survive the consummation of the Transactions transactions contemplated hereby and continue in full force and effect and be honored by the Acquired Entities Company after the ClosingClosing in accordance with their terms. The obligations of the Purchaser Company under this Section 9.01(a10.03(a) shall not be terminated or modified in such a manner as to adversely affect any Company Indemnitee to whom this Section 9.01(a10.03(a) applies without the consent of such affected Company Indemnitee (it being expressly agreed that the Company Indemnitees to whom this Section 9.01(a10.03(a) applies shall be third party beneficiaries of this Section 9.01(a10.03(a)). If the Closing occurs, the Purchaser shall cause the Acquired Entities Company to pay all expenses to any Company Indemnitee incurred in successfully enforcing the indemnity or other obligations provided for in this Section 9.01(a10.03(a).

Director and Officer Liability; Indemnification. (a) If the Closing occurs, the Purchaser Parent shall cause all rights to indemnification and all limitations on liability existing in favor of any employee, officer, director, managing member, manager, Affiliate and agent of the Acquired EntitiesCompany and its Subsidiaries, in each case that is an individual (collectively, the “Company Indemnitees”), as provided in the Organizational Documents of the Acquired Entities Company and its Subsidiaries to survive the consummation of the Transactions and continue in full force and effect and be honored by the Acquired Entities Company and its Subsidiaries after the Closing. The obligations of the Purchaser Parent under this Section 9.01(a) 7.18 shall not be terminated or modified in such a manner as to adversely affect any Company Indemnitee to whom this Section 9.01(a) 7.18 applies without the consent of such affected Company Indemnitee (it being expressly agreed that the Company Indemnitees to whom this Section 9.01(a) 7.18 applies shall be third third-party beneficiaries of this Section 9.01(a)7.18). If the Closing occurs, the Purchaser Parent shall cause the Acquired Entities Company and its Subsidiaries to pay all expenses to any Company Indemnitee incurred in successfully enforcing the indemnity or other obligations provided for in this Section 9.01(a)7.18.

Director and Officer Liability; Indemnification. (a) If the Closing occurs, the Purchaser shall cause Purchasers and the Target Companies agree that all rights to indemnification and all limitations on liability existing in favor of any employee, officer, director, managing member, manager, Affiliate and agent director or manager of the Acquired EntitiesTarget Companies or their respective Subsidiaries, in each case that is an individual (collectively, the “Company Indemnitees”), as provided in the Organizational Documents certificate of incorporation, by-laws or other organizational documents of the Acquired Entities to Target Companies and their respective Subsidiaries shall survive the consummation of the Transactions transactions contemplated hereby and continue in full force and effect and be honored by the Acquired Entities Target Companies and their respective Subsidiaries after the Closing. The obligations of the Purchaser Target Companies and their respective Subsidiaries under this Section 9.01(a5.23(a) shall not be terminated or modified in such a manner as to adversely affect any Company Indemnitee to whom this Section 9.01(a5.23(a) applies without the consent of such affected Company Indemnitee (it being expressly agreed that the Company Indemnitees to whom this Section 9.01(a5.23(a) applies shall be third party beneficiaries of this Section 9.01(a5.23(a)). If the Closing occurs, the Purchaser Sellers shall cause the Acquired Entities to pay all expenses to any Company Indemnitee incurred in successfully enforcing the indemnity or other obligations provided for in this Section 9.01(a5.23(a).