Common use of No Presumption Clause in Contracts

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 62 contracts

Samples: Indemnification Agreement (Trammell Crow Co), Indemnification Agreement (S&c Holdco 3 Inc), Indemnification Agreement (Trammell Crow Co)

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No Presumption. For purposes of this Agreement, the termination of any Claim claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 53 contracts

Samples: Employment Agreement (Walt Disney Co), Employment Agreement (Walt Disney Co), Indemnification Agreement (Matrix Service Co)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry shall not, of an order of probation prior to judgment shall not itself, create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 49 contracts

Samples: Indemnification Agreement (Eloyalty Corp), Indemnification Agreement (Eloyalty Corp), Indemnification Agreement (Eloyalty Corp)

No Presumption. For purposes of this Agreement, the termination of any Claim Claim, action, suit or proceeding by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, contendere or its equivalent, or an entry of an order of probation prior to judgment shall will not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 41 contracts

Samples: Shared Services Agreement (Mack Cali Realty L P), Indemnification Agreement (Mack Cali Realty L P), Indemnification Agreement (Mack Cali Realty Corp)

No Presumption. For purposes of this Agreement, the termination of any Claim claim, action, suit or proceeding, whether civil or criminal, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 13 contracts

Samples: Indemnification Agreement (Foot Locker, Inc.), Indemnification Agreement (MGP Ingredients Inc), Indemnification Agreement (MGP Ingredients Inc)

No Presumption. For purposes of this Agreement, the termination of -------------- any Claim claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 7 contracts

Samples: Indemnification Agreement (Chatcom Inc), Indemnification Agreement (Chatcom Inc), Indemnification Agreement (Chatcom Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim Proceeding, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee Officer did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (Cavco Industries Inc.), Indemnification Agreement (Cavco Industries Inc.), Indemnification Agreement (Cavco Industries Inc.)

No Presumption. (a) For purposes of this Agreement, to the fullest extent permitted by law, the mere termination of any Claim Proceeding, action, suit or claim, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 3 contracts

Samples: Form of Indemnification Agreement (China Clean Energy Inc), Indemnification Agreement (Tw Telecom Inc.), Indemnification Agreement (Tw Telecom Inc.)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of on nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (First Acceptance Corp /De/), Indemnification Agreement (First Acceptance Corp /De/), Indemnification Agreement (Liberte Investors Inc)

No Presumption. For purposes of this Agreement, the -------------- termination of any Claim claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (Anheuser Busch Companies Inc), Indemnification Agreement (Chatcom Inc), Indemnification Agreement (Anheuser-Busch Companies, Inc.)

No Presumption. For purposes of this Agreement, the disposition, termination or resolution of any Claim by judgment, order, settlement (whether with or without court approvalapproval or whether with or without prejudice), consent decree or conviction, or upon a plea of guilty or nolo contendere, contendere or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet or comply with the Standard of Conduct or is not entitled to indemnification or payment under this Agreement or that the Indemnitee had any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable lawbelief.

Appears in 2 contracts

Samples: Indemnification Agreement (CFS Bancorp Inc), Indemnification Agreement (CFS Bancorp Inc)

No Presumption. For purposes of this Agreement, to the fullest extent permitted by law, the termination of any Claim Claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee Employee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 2 contracts

Samples: Employment Agreement (Amerigroup Corp), Employment Agreement (Amerigroup Corp)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendereNOLO CONTENDERE, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (United Surgical Partners International Inc), Indemnification Agreement (Digitalconvergence Com Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 2 contracts

Samples: Form of Indemnification Agreement (Matador Resources Co), Indemnification Agreement (Goodman Networks Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim Proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, contendere or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee Employee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification or contribution is not permitted by applicable law.

Appears in 2 contracts

Samples: Employment Agreement (Mannatech Inc), Employment Agreement (Mannatech Inc)

No Presumption. For purposes of this Agreement, the termination -------------- of any Claim by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry ---- ---------- shall not, of an order of probation prior to judgment shall not itself, create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Specialty Catalog Corp), Form of Indemnification Agreement (Peapod Inc)

No Presumption. (a) For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry shall not, of an order of probation prior to judgment shall not itself, create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (THQ Inc), Indemnification Agreement (Diametrics Medical Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of or probation prior to judgment shall not create a presumption (other than any an presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 2 contracts

Samples: Separation Agreement (Graphon Corp/De), Indemnification Agreement (American Telecom Services Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee Director did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Arkansas Best Corp /De/), Indemnification Agreement (Arkansas Best Corp /De/)

No Presumption. For purposes of this Agreement, the termination of any Claim claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contenderenob contendere [sic], or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnity Agreement (Fremont Michigan Insuracorp Inc)

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No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of or probation prior to judgment shall not create a presumption (other than any a presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law. 9.

Appears in 1 contract

Samples: Indemnification Agreement (4 Kids Entertainment Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee Indemnified Person did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Del Global Technologies Corp)

No Presumption. For purposes of this Agreement, the termination of -------------- any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, contendere or its equivalent, or an entry of an order of probation prior to judgment shall will not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Scottish Annuity & Life Holdings LTD)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo no contendere, or its equivalent, or an entry shall not, of an order of probation prior to judgment shall not itself, create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Form of Indemnification Agreement (EndoCeutics, Inc.)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of or probation prior to judgment shall not create a presumption (other than any a presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Robotic Vision Systems Inc)

No Presumption. For purposes of this Agreement, -------------- the termination of any Claim claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo ---- contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a ---------- presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Mead Corp)

No Presumption. For purposes of this Agreement, the termination of any Claim claim, action, suit or proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee Agent did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Panacos Pharmaceuticals, Inc.)

No Presumption. For purposes of this Agreement, the termination of any Claim proceeding, by judgment, order, settlement (whether with or without court approval), ) or conviction, or upon a plea of nolo contendere, contendere or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that an Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification or contribution is not permitted by applicable law.

Appears in 1 contract

Samples: Management and Administrative Services Agreement (Specialty Equipment Companies Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim claim, action, suit, or proceeding, by judgmentjudg- ment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, contendere or its equivalentequiva- lent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Directors Indemnification Agreement (Boise Cascade Corp)

No Presumption. For purposes of this Agreement, the termination of any Claim Claim, action, suit, or proceeding, by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Global Energy, Inc.)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law. 9.

Appears in 1 contract

Samples: Stock Purchase Agreement (Coho Energy Inc)

No Presumption. For purposes of this Agreement, the termination of any Claim by judgment, order, settlement (whether with or without court approval), or conviction, or upon a plea of nolo contendere, or its equivalent, or an entry of an order of probation prior to judgment shall not create a presumption (other than any presumption arising as a matter of law that the parties may not contractually agree to disregard) that the Indemnitee did not meet any particular standard of conduct or have any particular belief or that a court has determined that indemnification is not permitted by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Range Resources Corp)

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