Good Faith Determinations. No member of the Board shall be liable, with respect to this Agreement, for any act, whether of commission or omission, taken by any other member of the Board or by any officer, agent, or employee of the Company, nor, excepting circumstances involving his or her own bad faith, for anything done or omitted to be done by himself or herself. The Company shall indemnify and hold harmless each member of the Board from and against any liability or expense hereunder, except in the case of such member’s own bad faith.
Appears in 11 contracts
Samples: Change in Control Agreement (ESAB Corp), Change in Control Agreement (ESAB Corp), Change in Control Agreement (ESAB Corp)
Good Faith Determinations. No member of the Committee or the Board shall be liable, with respect to this Agreement, for any act, whether of commission or omission, taken by any other member of the Board or by any officer, agent, or employee of the Company, nor, excepting circumstances involving his or her own bad faith, for anything done or omitted to be done by himself or herself. The Company shall indemnify and hold harmless each member of the Committee and Board from and against any liability or expense hereunder, except in the case of such member’s 's own bad faith.
Appears in 4 contracts
Samples: Long Term Retention Agreement (Western Digital Corp), Long Term Retention Agreement (Western Digital Corp), Long Term Retention Agreement (Western Digital Corp)