Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 151 contracts
Samples: Indemnity Agreement (Local Matters Inc.), Indemnity Agreement (Air-Q Wi-Fi Corp), Indemnity Agreement (Internap Network Services Corp)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' ’ fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 60 contracts
Samples: Separation Agreement (NPS Pharmaceuticals Inc), Indemnity Agreement (Verenium Corp), Indemnity Agreement (Verenium Corp)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 19 contracts
Samples: Indemnity Agreement (Divx Inc), Indemnity Agreement (Displaytech Inc), Indemnity Agreement (Metabasis Therapeutics Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 16 contracts
Samples: Indemnification Agreement (Globeimmune Inc), Indemnification Agreement (Globeimmune Inc), Indemnification Agreement (Rally Software Development Corp)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay pays or incurs in connection with any action, suit or proceeding referred to in Section 3 hereof Claim even if Agent is not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 15 contracts
Samples: Indemnity Agreement (Solexa, Inc.), Indemnity Agreement (Solexa, Inc.), Indemnity Agreement (Solexa, Inc.)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' ’ fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 12 contracts
Samples: Indemnity Agreement (Safedox, Inc.), Indemnity Agreement (ALL Fuels & Energy Co), Employment Agreement (Ubroadcast, Inc.)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' ’ fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 8 contracts
Samples: Form of Indemnification Agreement (Nanosphere Inc), Indemnity Agreement (Great American Group, Inc.), Indemnity Agreement (Acadia Pharmaceuticals Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement settlement, and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 7 contracts
Samples: Employment Agreement, Employment Agreement (NPS Pharmaceuticals Inc), Employment Agreement (NPS Pharmaceuticals Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 6 contracts
Samples: Indemnity Agreement (AirRover Wi-Fi Corp.), Indemnity Agreement (AirRover Wi-Fi Corp.), Indemnity Agreement (AirRover Wi-Fi Corp.)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damagesExpenses, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 5 contracts
Samples: Indemnification Agreement (Intercept Pharmaceuticals Inc), Officer Indemnification Agreement (Microlin Bio, Inc.), Director Indemnification Agreement (Sg Blocks, Inc.)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses for which indemnification is legally permissible (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 5 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof thereof, for which indemnification is legally permissible, to which Agent is entitled.
Appears in 4 contracts
Samples: Indemnity Agreement and Release (American Educational Products Inc), Indemnity Agreement and Release (American Educational Products Inc), Indemnity Agreement and Release (American Educational Products Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 3 contracts
Samples: Indemnity Agreement (Raptor Pharmaceutical Corp), Indemnity Agreement (Aeolus Pharmaceuticals, Inc.), Indemnity Agreement (Quikbyte Software Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 4 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 2 contracts
Samples: Indemnity Agreement (Nextron Communications Inc), Form of Indemnification Agreement (Bebe Stores Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section Sections 2 and 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 2 contracts
Samples: Indemnity Agreement (Exar Corp), Indemnity Agreement (Exar Corp)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' ’ fees and witness fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Samples: Indemnity Agreement (Ipass Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled. 7.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay Liabilities in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Samples: Corporation Indemnity Agreement (Aurora Biosciences Corp)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' attorneys fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.Agent
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' ’ fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.total
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines fines, and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit suit, or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Samples: Indemnity Agreement (Netivation Inc)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including reasonable attorneys' feesand accountants' fees and expenses incurred in the investigation, defense or settlement of any claim), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 2 or 3 hereof even if in the event that Agent is not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the maximum portion thereof to which Agent is lawfully entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including reasonable attorneys' fees’ and accountants’ fees and expenses incurred in the investigation, defense or settlement of any claim), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 2 or 3 hereof even if in the event that Agent is not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the maximum portion thereof to which Agent is lawfully entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' ’ fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 4 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Samples: Indemnity Agreement (Axesstel Inc)
Partial Indemnification. In the event that Agent shall be is entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent incurs or becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and then the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Samples: Indemnity Agreement (Oz Com)
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the maximum portion thereof to which Agent is lawfully entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' ’ fees), witness fees, damages, judgments, fines and amounts paid in settlement settlement, and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this ------------------------ Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 4 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract
Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Liabilities that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.
Appears in 1 contract