No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 199 contracts
Samples: Indemnification Agreement (Aja Holdco, Inc.), Indemnification Agreement (Square, Inc.), Indemnification Agreement (Pluralsight, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment to Indemnitee in respect of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and any Losses to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contractthe Constituent Documents, agreement Other Indemnity Provisions or otherwiseotherwise of the amounts otherwise indemnifiable by the Company hereunder.
Appears in 153 contracts
Samples: Indemnification Agreement (Loar Holdings, LLC), Indemnification Agreement (Command Center, Inc.), Indemnification Agreement (Purple Innovation, Inc.)
No Duplication of Payments. The Subject to Section 13, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 23 contracts
Samples: Indemnification Agreement (Vital Farms, Inc.), Indemnification Agreement (Sprinklr, Inc.), Indemnification Agreement (Lemonade, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts any amount otherwise indemnifiable hereunder (hereunder, or for which advancement is provided hereunder) , if and to the extent that Indemnitee has otherwise actually received payment for such amounts under payment, whether pursuant to any insurance policy, contract, agreement the Organizational Documents of any Covered Entity or otherwise.
Appears in 21 contracts
Samples: Indemnification Agreement (Ncino, Inc.), Indemnification Agreement (Membership Collective Group Inc.), Indemnification Agreement (Biodesix Inc)
No Duplication of Payments. The Subject to the provisions of Section 15 above, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 21 contracts
Samples: Indemnification Agreement (Clovis Oncology, Inc.), Indemnification Agreement (Clovis Oncology, Inc.), Indemnification Agreement (Clovis Oncology, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment to the Indemnitee in respect of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and any Losses to the extent that the Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contractthe Constituent Documents, agreement Other Indemnity Provisions or otherwiseotherwise of the amounts otherwise indemnifiable by the Company hereunder.
Appears in 16 contracts
Samples: Indemnification Agreement, Indemnification Agreement, Indemnification Agreement (Icox Innovations Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise, subject to any subrogation right set forth in Section 15.
Appears in 15 contracts
Samples: Indemnification Agreement (Thayer Ventures Acquisition Corp), Indemnification Agreement (Silk Road Medical Inc), Indemnification Agreement (Lyft, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and in connection with any Proceeding to the extent that the Indemnitee has otherwise actually received payment for such amounts (under any insurance policy, contractthe Charter, agreement Company by-laws or otherwise) of the amounts otherwise indemnifiable hereunder.
Appears in 10 contracts
Samples: Indemnification Agreement (Rayonier Inc), Indemnification Agreement (Rayonier Inc), Indemnification Agreement (Atlas Corp.)
No Duplication of Payments. The Notwithstanding anything to the contrary herein, the Company shall not be liable under this Agreement to make any payment of amounts any amount otherwise indemnifiable hereunder (hereunder, or for which advancement is provided hereunder) , if and to the extent that Indemnitee has otherwise actually received payment for such amounts under payment, whether pursuant to any insurance policy, contract, agreement the Organizational Documents of any Covered Entity or otherwise.
Appears in 5 contracts
Samples: Indemnification Agreement (IPC the Hospitalist Company, Inc.), Form of Indemnification Agreement (Dolan Media CO), Indemnification Agreement (OneSpan Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if due and payable to the extent that Indemnitee has otherwise actually received payment for such amounts (whether under any insurance policythe Charter or the Bylaws of the Company, contract, agreement the D&O Insurance or otherwise) of any amounts otherwise due and payable under this Agreement.
Appears in 5 contracts
Samples: Indemnification Agreement (Healthstream Inc), Indemnification Agreement (Amsurg Corp), Indemnification Agreement (At Plan Inc)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and in connection with any Action to the extent that Indemnitee has otherwise actually received payment for such amounts (under any insurance policy, contract, agreement bylaw provision or otherwise) of the amounts otherwise indemnifiable hereunder.
Appears in 5 contracts
Samples: Indemnification Agreement (Ahl Services Inc), Indemnification Agreement (Ahl Services Inc), Indemnification Agreement (Ahl Services Inc)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if under this Agreement if, and to the extent that that, Indemnitee has otherwise actually received such payment for such amounts under any contract, agreement, or insurance policy, contractthe Certificate of Incorporation or Bylaws of the Company, agreement or otherwise.
Appears in 4 contracts
Samples: Indemnity Agreement (NGP Capital Resources CO), Indemnity Agreement (NGP Capital Resources CO), Indemnity Agreement (NGP Capital Resources CO)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if due and payable to the extent that Indemnitee has otherwise actually received payment for such amounts (whether under any insurance policythe certificate of incorporation or the bylaws of the Company, contract, agreement the D&O Insurance or otherwise) of any amounts otherwise due and payable under this Agreement.
Appears in 4 contracts
Samples: Draft Indemnification Agreement (Luminex Corp), Indemnification Agreement (HealthSpring, Inc.), Indemnification Agreement (Friedmans Inc)
No Duplication of Payments. The Except as provided for in Section 18, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 4 contracts
Samples: Indemnification Agreement (Zoom Video Communications, Inc.), Indemnification Agreement (PagerDuty, Inc.), Indemnification Agreement (Adaptive Insights Inc)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if under this Agreement if, and to the extent that that, Indemnitee has otherwise actually received such payment for such amounts under any insurance policy, contract, agreement or insurance policy, the Certificate of Incorporation or the Bylaws, or otherwise.
Appears in 4 contracts
Samples: Indemnity Agreement (Prairie Operating Co.), Form of Indemnity Agreement (Bonanza Creek Energy, Inc.), Indemnity Agreement (Bonanza Creek Energy, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if due and payable to the extent that the Indemnitee has otherwise actually received payment for such amounts (whether under the Company's Certificate of Incorporation, By-laws, any directors' and officers' liability insurance policy, contract, agreement or otherwise) of any amounts otherwise due and payable under this Agreement.
Appears in 3 contracts
Samples: Indemnification Agreement (Gaylord Entertainment Co), Indemnification Agreement (Gaylord Entertainment Co /De), Indemnification Agreement (Gaylord Entertainment Co /De)
No Duplication of Payments. The [Except as provided in Section 15 of this Agreement, t][T]he Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 3 contracts
Samples: Indemnification Agreement (GLAUKOS Corp), Form of Indemnification Agreement (Semler Scientific, Inc.), Indemnification Agreement (GLAUKOS Corp)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement agreement, or otherwise.
Appears in 3 contracts
Samples: Indemnification Agreement (KBS International Holdings Inc.), Indemnification Agreement (KBS International Holdings Inc.), Indemnification Agreement (KBS International Holdings Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise[, except as provided for in Section 15].
Appears in 2 contracts
Samples: Indemnification Agreement (ARYA Sciences Acquisition Corp III), Indemnification Agreement (Aadi Bioscience, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policypolicy purchased and maintained by the Company, contract, agreement or otherwise.
Appears in 2 contracts
Samples: Indemnification Agreement (Cyan Inc), Indemnification Agreement (Cyan Inc)
No Duplication of Payments. The [Except as provided in Section 15, t][T]he Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 2 contracts
Samples: Indemnification Agreement (Pfenex Inc.), Indemnification Agreement (Inogen Inc)
No Duplication of Payments. The [Except as provided in Section 14, t][T]he Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 2 contracts
Samples: Indemnification Agreement (FireEye, Inc.), Indemnification Agreement (Palo Alto Networks Inc)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts any amount otherwise indemnifiable hereunder (hereunder, or for which advancement is provided hereunder) , if and to the extent that Indemnitee has otherwise actually received payment for such amounts under payment, whether pursuant to any insurance policy, contract, agreement the Organizational Documents of any Covered Entity or otherwiseotherwise (but specifically excluding any payment received by the Indemnitee from any insurance policy maintained by or for the benefit of such Indemnitee (other than the Company) so long as Indemnitee does not by virtue thereof actually retain duplicative payments).
Appears in 2 contracts
Samples: Peoples Energy Corporation Indemnification Agreement (Peoples Energy Corp), Form of Indemnification Agreement (optionsXpress Holdings, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received such payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 2 contracts
Samples: Indemnification Agreement (Eco Science Solutions, Inc.), Indemnification Agreement (Greenfield Groves Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received such payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 2 contracts
Samples: Indemnification Agreement (Intevac Inc), Of] Indemnification Agreement (Socket Mobile, Inc.)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise[, subject to any subrogation rights set forth in Section 15]3.
Appears in 2 contracts
Samples: Indemnification Agreement (A10 Networks, Inc.), Indemnification Agreement (Arista Networks, Inc.)
No Duplication of Payments. The Company Corporation shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts (under any insurance policy, contractBylaw, agreement or otherwise.) of the amounts otherwise indemnifiable hereunder. -8-
Appears in 1 contract
Samples: Indemnification Agreement (Professionals Direct Inc)
No Duplication of Payments. The [Subject to the second to last sentence of Section 15, the][The] Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
Samples: Indemnification Agreement (Paymentus Holdings, Inc.)
No Duplication of Payments. The Subject to Section 17(b), the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
Samples: Indemnification Agreement (Peninsula Acquisition Corp)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise. 17.
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policypolicy procured by the Company, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise, except as provided for in Section 16.
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts any amount otherwise indemnifiable hereunder (hereunder, or for which advancement is provided hereunder) , if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.actually
Appears in 1 contract
No Duplication of Payments. The Except as provided under Section 15, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Except as provided for in Section 18 hereof, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts (under any insurance policy, contract, agreement Bylaw or otherwise.) of the amounts otherwise indemnifiable hereunder. -7-
Appears in 1 contract
Samples: Indemnification Agreement (Wolverine World Wide Inc /De/)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts (under any insurance policy, contractBylaw, agreement or otherwise) of the amounts otherwise indemnifiable hereunder.
Appears in 1 contract
No Duplication of Payments. The Other than as provided in Section 13(b) above, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Company shall will not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and in connection with any Proceeding to the extent that Indemnitee has otherwise actually received payment for such amounts (under any insurance policy, contract, agreement provision of the Constituent Documents (as now or hereafter in effect) or otherwise) of the amounts otherwise indemnifiable hereunder.
Appears in 1 contract
No Duplication of Payments. The Except as set forth in Section 15, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
Samples: Indemnification Agreement (Threshold Pharmaceuticals Inc)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under the Company's Certificate of Incorporation or Bylaws, any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
Samples: Form of Indemnification Agreement (First Solar, Inc.)
No Duplication of Payments. [Except as set forth in Section 15,]3 The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policypolicy procured by the Company, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts (whether under any insurance policy, contract, agreement agreement, the Company's certificate of incorporation or bylaws, or otherwise).
Appears in 1 contract
No Duplication of Payments. [Except as set forth in Section 15,]* The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policypolicy procured by the Company, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Except as provided in Section 15 above, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Company shall will not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that the Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement agreement, or otherwise.
Appears in 1 contract
Samples: Indemnification Agreement (Thorne Healthtech, Inc.)
No Duplication of Payments. The Company Corporation shall not be liable obligated under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received such payment for such amounts under any insurance policy, contract, agreement agreement, or otherwise. Indemnitee shall not be entitled to duplicate payment for the same loss or expense.
Appears in 1 contract
Samples: Indemnification Agreement (International Flavors & Fragrances Inc)
No Duplication of Payments. The [Except as provided in Section 14, t] [T]he Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
No Duplication of Payments. The Subject to the provisions of Section 15 of this Agreement, the Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.
Appears in 1 contract
Samples: Form of Indemnification Agreement (Healthequity Inc)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received such payment for such amounts under any insurance policy, contractthe Constituent Documents, agreement applicable law or otherwiseany other source.
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise.any
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts any amount otherwise indemnifiable hereunder (identifiable hereunder, or for which advancement is provided hereunder) , if and to the extent that Indemnitee Indemnitees has otherwise actually received payment for such amounts under payment, whether pursuant to any insurance policy, contract, agreement the Organizational Documents of any Covered Entity or otherwiseotherwise (but specifically excluding any payment received by the Indemnitees from any insurance policy maintained by or for the benefit of such Indemnitees (other than the Company) so long as Indemnitees does not by virtue thereof actually retain duplicative payments).
Appears in 1 contract
Samples: Indemnification Agreement (Markwest Hydrocarbon Inc)
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise, [except as provided for in Section 15]. 1 NTD: To include as applicable.
Appears in 1 contract
No Duplication of Payments. The Company shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder (or for which advancement is provided hereunder) if and to the extent that Indemnitee has otherwise actually received payment for such amounts under any insurance policy, contract, agreement or otherwise[, except as may be contemplated in Section 15 hereof].
Appears in 1 contract
