Indemnity of Officer Sample Clauses

Indemnity of Officer. Corporation hereby agrees to hold harmless and indemnify Officer to the fullest extent authorized or permitted by the provisions of the Law, as may be amended from time to time.
AutoNDA by SimpleDocs
Indemnity of Officer. Company hereby agrees to hold harmless and ---------------------- indemnify Officer to the full extent authorized or permitted by the provisions of the Indemnification Statute, or by any amendment thereof, or by any other statutory provision authorizing or permitting such indemnification which is adopted after the date hereof.
Indemnity of Officer. Subject only to the limitations set forth in Section 2, below, the Company shall indemnify the Officer to the full extent not otherwise prohibited by the Statute or other applicable law, including without limitation indemnity:
Indemnity of Officer. The Company hereby agrees to hold harmless and indemnify Officer to the fullest extent authorized or permitted by the provisions of the Delaware Law, as may be amended from time to time, and by the Bylaws as they exist as of the date hereof.
Indemnity of Officer. In the event Officer was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), by reason of the fact that he or she is or was a director, officer, employee, agent, trustee, committee member or representative of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee, agent, trustee, committee member or representative of another corporation or other entity, including, without limitation, any Subsidiary (as defined in the Certificate), partnership, joint venture, limited liability company, limited liability partnership, unincorporated organization or similar company, trust or other enterprise, including service with respect to any employee benefit plan, whether the basis of such Proceeding is alleged action in an official capacity or in any other capacity while serving as a director, officer, employee, agent, trustee, committee member or representative (an "Indemnifiable Event"), Officer shall be indemnified and held harmless by the Corporation to the fullest extent authorized by the Delaware General Corporation Law, as the same exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Corporation to provide broader indemnification rights than such law permitted the Corporation to provide prior to such amendment), against all expense, liability and loss (including attorneys' fees, judgments, fines, ERISA excise taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by reason of Officer acting in any such capacity; PROVIDED, HOWEVER, that with respect to Proceedings to enforce rights to indemnification, the Corporation shall indemnify Officer in connection with a Proceeding (or part thereof) initiated by Officer only if such Proceeding (or part thereof) is conducted as provided in Section 3 below or if such Proceeding (or part thereof) was authorized by the Board of Directors of the Corporation.
Indemnity of Officer. Subject to Section 5 hereof, Corporation hereby agrees to hold harmless and indemnify Officer to the fullest extent authorized or permitted by the provisions of the Code, as may be amended from time to time.
Indemnity of Officer. In addition to the indemnity provided in Section 3 hereof, the Corporation shall hold harmless and indemnify Officer to the fullest extent authorized or permitted by the provisions of the Corporation's Restated Certificate of Incorporation, as amended, its Bylaws, including Bylaw 33 in effect as of the date of this Agreement, and the provisions of the State Statute, or by any amendment of the State Statute or other statutory provisions authorizing or permitting such indemnification which is adopted after the date hereof (but, in case of any such amendment, only to the extent such amendment permits the Corporation to provide broader indemnification rights and protection than the State Statute provides as of the date of this Agreement), provided that no such indemnification is required to the extent that D&O Insurance is available to provide in full the indemnification to which the Officer would otherwise be entitled pursuant to this Section 1.
AutoNDA by SimpleDocs
Indemnity of Officer. Each Officer shall be indemnified by the Company under the following circumstances and in the manner and to the extent indicated:
Indemnity of Officer. The Corporation hereby agrees to (i) hold harmless and indemnify Officer against expenses (including attorneys’ fees), judgments, fines, penalties and amounts paid in settlement resulting from any action, suit or proceeding threatened or brought against Officer by reason of his or her serving as an Officer of the Corporation or serving another enterprise in any capacity at the request of the Corporation, and (ii) pay for or reimburse the reasonable expenses incurred by Officer in advance of the final disposition of the action, suit or proceeding, to the fullest extent now or hereafter authorized or permitted by the provisions of the Indiana Business Corporation Law, or by any amendment thereof or other statutory provision authorizing or permitting such indemnification which is adopted after the date hereof.
Indemnity of Officer. Pursuant to the By-Laws and subject only to the exclusions set forth in Section 2 hereof, Corporation hereby agrees to hold harmless and indemnify Officer against any and all expenses and loss (including inter alia, attorneys' fees, judgments, fines, ERISA excise taxes or penalties and amounts paid in settlement) actually and reasonably incurred by Officer in connection with the investigation, defense or appeal of any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (including an action by or in the right of Corporation) to which Officer is, was or at any time becomes a party, or is threatened to be made a party, by reason of the fact that Officer is or was an officer of Corporation, or is or was serving or at any time serves at the request of Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise.
Time is Money Join Law Insider Premium to draft better contracts faster.