Common use of No Liability; Indemnification Clause in Contracts

No Liability; Indemnification. Neither the Board nor any Committee member, nor any Person acting at the direction of the Board or the Committee, shall be liable for any act, omission, interpretation, construction or determination made in good faith with respect to the Plan, any Award or any Award Agreement. The Company and its Affiliates shall pay or reimburse any member of the Committee, as well as any Director, Employee, or Consultant who takes action in connection with the Plan, for all expenses incurred with respect to the Plan, and to the full extent allowable under Applicable Law shall indemnify each and every one of them for any claims, liabilities, and costs (including reasonable attorney’s fees) arising out of their good faith performance of duties under the Plan. The Company and its Affiliates may obtain liability insurance for this purpose.

Appears in 11 contracts

Samples: 2005 Stock Incentive Plan (Vapotherm Inc), Stock Option Award Agreement (Commerce Energy Group, Inc.), Restricted Share Award Agreement (Commerce Energy Group, Inc.)

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No Liability; Indemnification. Neither the Board nor any Committee member, nor any Person acting at the direction of the Board or the Committee, shall be liable for any act, omission, interpretation, construction or determination made in good faith with respect to the Plan, any Award or any Award Agreement. The Company and its Affiliates shall pay or reimburse any member of the Committee, as well as any Director, Employee, or Consultant who takes action in connection with the Plan, for all expenses incurred with respect to the Plan, and to the full extent allowable under Applicable Law shall indemnify each and every one of them for any claims, liabilities, and costs (including reasonable attorney’s 's fees) arising out of their good faith performance of duties under the Plan. The Company and its Affiliates may obtain liability insurance for this purpose.

Appears in 2 contracts

Samples: Employment Agreement (Commerce Energy Group, Inc.), Restricted Share Award Agreement (Commerce Energy Group, Inc.)

No Liability; Indemnification. Neither the Board nor any Committee member, nor any Person person acting at the direction of the Board or the Committee, shall be liable for any act, omission, interpretation, construction or determination made in good faith with respect to the Plan, any Award or any Award Agreement. The Company and its Affiliates shall pay or reimburse any member of the Committee, as well as any Director, Employee, or Consultant who takes action in connection with the Plan, for all expenses incurred with respect to the Plan, and to the full extent allowable under Applicable Law shall indemnify each and every one of them for any claims, liabilities, and costs (including reasonable attorney’s fees) arising out of their good faith performance of duties under the Plan. The Company and its Affiliates may obtain liability insurance for this purpose.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Trizetto Group Inc)

No Liability; Indemnification. Neither the Board nor any Committee member, nor any Person acting at the direction of the Board or the Committee, shall be liable for any act, omission, interpretation, construction or determination made in good faith with respect to the Plan, Plan or any Award or any Award Agreement. The Company and its Affiliates Subsidiaries shall pay or reimburse any member of the Committee, as well as any Director, Employee, or Consultant other Person who takes action in connection with on behalf of the Plan, for all reasonable expenses incurred with respect to the Plan, and to the full extent allowable under Applicable Law shall indemnify each and every one of them for any claims, liabilities, and costs (including reasonable attorney’s fees) arising out of their good faith performance of duties under on behalf of the Company with respect to the Plan. The Company and its Affiliates may Subsidiaries may, but shall not be required to, obtain liability insurance for this purpose.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Amergent Hospitality Group, Inc)

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No Liability; Indemnification. Neither the Board nor any Committee member, nor any Person acting at the direction of the Board or the Committee, shall be liable for any act, omission, interpretation, construction construction, or determination made in good faith with respect to the this Plan, any Award Award, or any Award Agreement. The Company and its Affiliates shall pay or reimburse any member of the Committee, as well as any Director, Employee, or Consultant who in good faith takes action in connection with the on behalf of this Plan, for all expenses incurred with respect to the this Plan, and to the full extent allowable under Applicable Law shall indemnify each and every one of them for any claims, liabilities, and costs (including reasonable attorney’s attorneys’ fees) arising out of their good faith performance of duties under the on behalf of this Plan. The Company and its Affiliates may may, but shall not be required to, obtain liability insurance for this purpose.

Appears in 1 contract

Samples: Business Combination Agreement (Pioneer Merger Corp.)

No Liability; Indemnification. Neither the Board nor any Committee member, nor any Person acting at the direction of the Board or the Committee, shall be liable for any act, omission, interpretation, construction construction, or determination made in good faith with respect to the this Plan, any Award Award, or any Award Agreement. The Company and its Affiliates shall pay or reimburse any member of the Committee, as well as any Director, Employee, or Consultant who in good faith takes action in connection with the on behalf of this Plan, for all expenses incurred with respect to the this Plan, and to the full extent allowable under Applicable Law shall indemnify each and every one of them for any claims, liabilities, and costs (including reasonable attorney’s fees) arising out of their good faith performance of duties under the on behalf of this Plan. The Company and its Affiliates may may, but shall not be required to, obtain liability insurance for this purpose.

Appears in 1 contract

Samples: Business Combination Agreement (McAp Acquisition Corp)

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