Common use of Indemnification; Directors’ and Officers’ Liability Insurance Clause in Contracts

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylaws, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding the foregoing, nothing in this Agreement is intended to expand or limit any right to indemnification and/or coverage under applicable directors and officers liability insurance to which you were entitled immediately prior to the Effective Date, including, without limitation, pursuant to that certain Indemnification Agreement between you and the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms.

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylawsgoverning documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding [Remainder of page intentionally blank] We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your continued employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Chief Human Resources Officer Dated: April 1, 2022 Accepted and officers liability insurance to which you were entitled immediately prior to Agreed: /s/ Xxxx Xxxxxxxxxx Xxxx Xxxxxxxxxx Dated: April 1, 2022 EXHIBIT A RELEASE AGREEMENT This RELEASE AGREEMENT (“Agreement”) made this [ ], 202_ (the “Effective Date”), includingbetween Novocure USA LLC (including its successors and assigns, without limitationthe “Company”), pursuant to that certain Indemnification Agreement between you and Xxxx Xxxxxxxxxx (the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms“Executive”).

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylawsgoverning documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding [Remainder of page intentionally blank] We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: CEO Dated: May 3, 2023 Accepted and officers liability insurance to which you were entitled immediately prior to Agreed: /s/ Xxxxx Xxxxxxx Xxxxx Xxxxxxx Dated: May 3, 2023 RELEASE AGREEMENT This RELEASE AGREEMENT (“Agreement”) made this [ ], [ ] (the “Effective Date”), includingbetween Novocure USA LLC (including its successors and assigns, without limitationthe “Company”), pursuant to that certain Indemnification Agreement between you and Xxxxx Xxxxxxx (the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms“Executive”).

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylawsgoverning documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in Xx. Xxxxxxxxxxx September 1, 2020 commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding [Remainder of page intentionally blank] We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: CEO Dated: August 12, 2020 Accepted and officers liability insurance to which you were entitled immediately prior to the Effective DateAgreed: /s/ Xxxxxxxxx X.X. Groenhuysen Wilhelmus X.X. Xxxxxxxxxxx Dated: August 12, including, without limitation, pursuant to that certain Indemnification Agreement between you and the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms.2020

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylawsgoverning documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding [Remainder of page intentionally blank] We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/Xxxxx Xxxxxxxxxxx Name: Xxxxx Xxxxxxxxxxx Title: President Dated: January 4, 2024 Accepted and officers liability insurance to which you were entitled immediately prior to Agreed: /s/ Xxxxxxx Xxxx Xxxxxxx Xxxx Dated: January 4, 2024 Exhibit A RELEASE AGREEMENT This RELEASE AGREEMENT (“Agreement”) made this [ ], [ ] (the “Effective Date”), includingbetween Novocure USA LLC (including its successors and assigns, without limitationthe “Company”), pursuant to that certain Indemnification Agreement between you and Xxxxxxx Xxxx (the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms“Executive”).

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylawsgoverning documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other Xx. Xxxxxxx September 1, 2020 Page 14 senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding [Remainder of page intentionally blank] We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: CEO Dated: August 12, 2020 Accepted and officers liability insurance to which you were entitled immediately prior to Agreed: /s/ Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx Dated: August 12, 2020 1. RELEASE AGREEMENT This RELEASE AGREEMENT (“Agreement”) made this [ ], [ ] (the “Effective Date”), includingbetween Novocure USA LLC (including its successors and assigns, without limitationthe “Company”), pursuant to that certain Indemnification Agreement between you and Xxxxxx Xxxxxxx (the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms“Executive”).

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylawsgoverning documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/ Xxxxx Xxxxxxxxxxx Name: Xxxxx Xxxxxxxxxxx Title: President Dated: January 4, 2024 Accepted and officers liability insurance to which you were entitled immediately prior to Agreed: /s/Xxxxx Xxxxxxx Xxxxx Xxxxxxx Dated: January 4, 2024 Exhibit A RELEASE AGREEMENT This RELEASE AGREEMENT (“Agreement”) made this [ ], [ ] (the “Effective Date”), includingbetween Novocure USA LLC (including its successors and assigns, without limitationthe “Company”), pursuant to that certain Indemnification Agreement between you and Xxxxx Xxxxxxx (the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms“Executive”).

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s and/or Parent’s certificate of incorporation, articles of association and/or bylawsgoverning documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in Xx. Xxxxxxx September 1, 2020 commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: CEO Dated: August 12, 2020 Accepted and officers liability insurance to which you were entitled immediately prior to Agreed: /s/ Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx Dated: August 12, 2020 1. RELEASE AGREEMENT This RELEASE AGREEMENT (“Agreement”) made this [ ], 202_ (the “Effective Date”), includingbetween Novocure USA LLC (including its successors and assigns, without limitationthe “Company”), pursuant to that certain Indemnification Agreement between you and Xxxxxxx Xxxxxxx (the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms“Executive”).

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s 's and/or Parent’s certificate of incorporation, articles of association and/or bylaws's governing documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ ' fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors your employment with the Company. Very truly yours, NOVOCURE USA LLC By:/s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: CEO Date: February 23, 2017 Accepted and officers liability insurance to which you were entitled immediately prior to the Effective Date, including, without limitation, pursuant to that certain Indemnification Agreement between you and the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms.Agreed: /s/ Xxxx Xxxxxxxxxx

Indemnification; Directors’ and Officers’ Liability Insurance. In addition to any rights to indemnification to which you may be entitled under the Company’s 's and/or Parent’s certificate of incorporation, articles of association and/or bylaws's governing documents or other agreement, the Company and/or Parent (as applicable) shall indemnify you at all times during and after your employment terminates for any reason to the maximum extent permitted under applicable law, including its provisions regarding advancement of costs and attorneys’ ' fees, in connection with any action, suit, investigation or proceeding based in whole or in part upon your actions, inaction, or status as an employee, officer, or director of any member of the Novocure Group, except to the extent it is finally Xx. Xxxxx May 11, 2016 Page 14 determined by a court of competent jurisdiction that you are either not entitled to indemnification hereunder or otherwise or that any such action or inaction by you that gave rise to any such action, suit, investigation or proceeding arose out of your own gross negligence, willful misconduct or fraud. The Company and/or Parent shall maintain directors and officers liability insurance in commercially reasonable amounts (as reasonably determined by the Board or the board of directors of the Company Parent Board (as applicable)), and you shall be covered under such insurance to the same extent as any other senior executives of the Parent, the Company and/or the Novocure Group, both during employment and thereafter while potential liability exists. Notwithstanding We hope that you find the foregoing, nothing foregoing terms and conditions acceptable. You may indicate your agreement with the terms and conditions set forth in this Agreement is intended by signing the enclosed duplicate original of this Agreement and returning it to expand or limit any right me. We look forward to indemnification and/or coverage under applicable directors and officers liability insurance to which you were entitled immediately prior to your employment with the Company. Very truly yours, NOVOCURE USA LLC By: /s/ Pxxxxxx Xxxx Name: Pxxxxxx Xxxx Title: Chief Commercial Officer EXECUTIVE By: /s/ Axxx Xxxxxxxx Name: Axxx Xxxxxxxx Dated: July 25, 2018 Exhibit A RELEASE AGREEMENT This RELEASE AGREEMENT ("Agreement") made this [ ], [] (the "Effective Date"), includingbetween Novocure USA LLC (including its successors and assigns, without limitationthe "Company"), pursuant to that certain Indemnification Agreement between you and Pxxxxxx Xxxx (the Parent, dated as of March 17, 2016, which shall remain in full force and effect pursuant to its terms"Executive").