Common use of WHEREAS Clause in Contracts

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 1978 contracts

Sources: Indemnity Agreement (FuturePeak Acquisition Corp), Indemnity Agreement (iStep Learning PLC), Indemnity Agreement (VERRA MOBILITY Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 1535 contracts

Sources: Indemnification Agreement (Forge Nano Holdings, Inc.), Indemnification and Advancement Agreement (Galaxy Gaming, Inc.), Indemnification Agreement (TRex Bio, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law and the Articles so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 282 contracts

Sources: Indemnity Agreement (GOWell Energy Technology), Indemnity Agreement (TCGX Acquisition Corp. II), Indemnity Agreement (Silicon Valley Acquisition Corp. II)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified.

Appears in 201 contracts

Sources: Indemnification Agreement (Evernorth Holdings Inc.), Indemnification Agreement (OPAY LTD), Independent Director Agreement (Instinct Bio Technical Co Holdings Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;.

Appears in 197 contracts

Sources: Indemnity Agreement (Six Flags Entertainment Corporation/New), Indemnity Agreement (Quetta Acquisition Corp), Indemnification Agreement (Quetta Acquisition Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 181 contracts

Sources: Indemnification Agreement (Public Policy Holding Company, Inc.), Indemnification Agreement (Vado Corp.), Indemnification Agreement (Vado Corp.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 133 contracts

Sources: Indemnification Agreement (VerifyMe, Inc.), Indemnification Agreement (Team Inc), Indemnification Agreement (Lam Research Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they such persons will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;adequately indemnified; and

Appears in 112 contracts

Sources: Indemnification Agreement (Pine Tree Acquisition Corp.), Indemnification Agreement (Tigerless Health, Inc.), Indemnification Agreement (Tigerless Health, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 108 contracts

Sources: Indemnification Agreement (Obsidian Therapeutics, Inc.), Indemnification Agreement (Parabilis Medicines, Inc.), Indemnification Agreement (Kardigan, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 96 contracts

Sources: Indemnification Agreement (Obsidian Therapeutics, Inc.), Indemnification Agreement (Apnimed, Inc.), Indemnification Agreement (Parabilis Medicines, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they such persons will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;adequately indemnified; and

Appears in 81 contracts

Sources: Indemnification Agreement (UCSB Acquisition Corp.), Indemnification Agreement (Heroic Empire Acquisition LTD), Indemnification Agreement (Arca Nova Acquisition Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance and reimburse expenses on behalf of, of such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 69 contracts

Sources: Indemnity Agreement (Andretti Acquisition Corp.), Indemnity Agreement (Andretti Acquisition Corp.), Indemnity Agreement (Andretti Acquisition Corp.)

WHEREAS. it is reasonable, prudent and necessary for the Company to contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 51 contracts

Sources: Indemnification Agreement (BioXcel Therapeutics, Inc.), Indemnification Agreement (Tharimmune, Inc.), Indemnification Agreement (JFB Construction Holdings)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses Expenses (as defined below) on behalf of, of such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 46 contracts

Sources: Indemnification Agreement (Churchill Capital Corp XIII), Indemnification Agreement (B&R Technology Merger Corp.), Indemnification Agreement (Samos Energy Acquisition Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;; and

Appears in 42 contracts

Sources: Indemnification Agreement (Eucrates Biomedical Acquisition Corp.), Indemnification Agreement (Eucrates Biomedical Acquisition Corp.), Indemnification Agreement (Eucrates Biomedical Acquisition Corp.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law and the Articles so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 41 contracts

Sources: Indemnification Agreement (Prospect Energy Holdings Corp.), Indemnification Agreement (Chain Bridge I), Indemnification Agreement (Powered Brands)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 40 contracts

Sources: Indemnification Agreement (Ani Pharmaceuticals Inc), Executive Employment Agreement (Ani Pharmaceuticals Inc), Executive Employment Agreement (Ani Pharmaceuticals Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 39 contracts

Sources: Indemnification Agreement (Healthy Choice Wellness Corp.), Indemnification Agreement (Exactus, Inc.), Employment Agreement (Aspen Group, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they such persons will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesadequately indemnified;

Appears in 32 contracts

Sources: Indemnification Agreement (Orange Street Acquisition Corp), Indemnification Agreement (Watu Metals Acquisition Corp), Indemnification Agreement (Watu Metals Acquisition Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;liabilities;

Appears in 25 contracts

Sources: Indemnity Agreement (Astrum Space Inc), Indemnification Agreement (Black Spade Acquisition III Co), Indemnification Agreement (Black Spade Acquisition III Co)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law Applicable Law (as defined below) so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 22 contracts

Sources: Indemnification and Advancement Agreement (APPlife Digital Solutions Inc), Indemnification Agreement (Shift4 Payments, Inc.), Indemnification Agreement (Job Aire Group Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will [serve or continue to serve serve] the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 22 contracts

Sources: Indemnification Agreement (Braveheart Bio, Inc.), Indemnification Agreement (Braveheart Bio, Inc.), Indemnification Agreement (Fate Therapeutics Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law and the Articles so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 21 contracts

Sources: Indemnity Agreement (Zura Bio LTD), Indemnification Agreement (Global Technology Acquisition Corp. I), Indemnity Agreement (Energy Cloud I Acquisition Corp)

WHEREAS. it is reasonable, prudent prudent, and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 19 contracts

Sources: Indemnification & Liability (Perimeter Solutions, SA), Indemnification Agreement (Fly-E Group, Inc.), Indemnification Agreement (Semper Paratus Acquisition Corp)

WHEREAS. it therefore is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses defense costs on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 16 contracts

Sources: Separation Agreement (Medivation, Inc.), Transition and Separation Agreement (Medivation, Inc.), Indemnification Agreement (Medivation, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons Indemnitee to the fullest extent permitted by applicable law so that they Indemnitee will serve or continue to serve the Company free from undue concern that they he or she will not be so protected against liabilities;indemnified.

Appears in 16 contracts

Sources: Indemnification Agreement (Expion360 Inc.), Indemnification Agreement (Fresh Grapes, LLC), Indemnification Agreement (PharmaCyte Biotech, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will [serve or continue to serve serve] the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 16 contracts

Sources: Indemnification Agreement (Braveheart Bio, Inc.), Indemnification Agreement (Braveheart Bio, Inc.), Director Indemnification Agreement (Pattern Group Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law and the Charter so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 16 contracts

Sources: Indemnity Agreement (JATT III Acquisition Corp), Indemnity Agreement (JATT III Acquisition Corp), Indemnification Agreement (Berto Acquisition Corp. II)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and,

Appears in 15 contracts

Sources: Indemnification Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnification Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnification Agreement (Brown & Sharpe Manufacturing Co /De/)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law as set forth herein so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 14 contracts

Sources: Indemnification Agreement (zSpace, Inc.), Indemnification Agreement (zSpace, Inc.), Indemnification Agreement (Intelligent Protection Management Corp.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 14 contracts

Sources: Indemnification Agreement (Hacker Interstellar Inc.), Indemnification Agreement (Graphex Group LTD), Indemnification Agreement (Clearday, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses Expenses (as hereinafter defined) on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 14 contracts

Sources: Indemnification Agreement (Infinity Natural Resources, Inc.), Indemnification Agreement (Infinity Natural Resources, Inc.), Indemnification Agreement (Infinity Natural Resources, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified.

Appears in 14 contracts

Sources: Executive Employment Agreement (Essendant Inc), Executive Employment Agreement (Essendant Inc), Executive Employment Agreement (Essendant Inc)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 13 contracts

Sources: Indemnification Agreement (Factorial Energy Inc.), Indemnification Agreement (Factorial Inc.), Indemnification Agreement (Plug Power Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law and the Articles so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 13 contracts

Sources: Indemnification Agreement (ARC Group Acquisition I Corp.), Indemnification Agreement (Miluna Acquisition Corp), Indemnification Agreement (Miluna Acquisition Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law and to provide an express process and procedure for seeking indemnification so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;concern.

Appears in 12 contracts

Sources: Indemnification Agreement (Oasis Petroleum Inc.), Indemnification Agreement (Oasis Petroleum Inc.), Indemnification Agreement (Oasis Petroleum Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 12 contracts

Sources: Indemnity Agreement (Tengasco Inc), Indemnification Agreement (HighPeak Energy, Inc.), Indemnification Agreement (HighPeak Energy, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance pay expenses on behalf of, such persons directors to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 12 contracts

Sources: Indemnification Agreement (Pzena Investment Management, Inc.), Indemnification Agreement (Pzena Investment Management, Inc.), Indemnification Agreement (Pzena Investment Management, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesCompany;

Appears in 11 contracts

Sources: Indemnity Agreement (Cartesian Growth Corp IV), Indemnification Agreement (InterPrivate Investment Partners V, Inc.), Indemnity Agreement (Aldabra 4 Liquidity Opportunity Vehicle, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons its directors and executive officers to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 11 contracts

Sources: Indemnification Agreement (Dominos Pizza Inc), Indemnification Agreement (Concert Pharmaceuticals, Inc.), Indemnification Agreement (Entegris Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons indemnify certain of its Authorized Representatives (as defined below) of the Company to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company as such free from undue concern that they will not be so protected against liabilitiesadequately protected;

Appears in 11 contracts

Sources: Indemnification Agreement (Flowco Holdings Inc.), Indemnification Agreement (Independence Contract Drilling, Inc.), Indemnification Agreement (Basic Energy Services Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 11 contracts

Sources: Indemnification Agreement (Satellogic Inc.), Indemnification Agreement (Shimmick Corp), Indemnification Agreement (Sharecare, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company to contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified.

Appears in 10 contracts

Sources: Indemnification Agreement (Integer Holdings Corp), Indemnification Agreement (Comtech Telecommunications Corp /De/), Indemnification Agreement (Maidenform Brands, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate indemnify its directors and to advance expenses on behalf of, such persons certain of its officers to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 9 contracts

Sources: Indemnification Agreement (BlueLinx Holdings Inc.), Indemnification Agreement (Clean Wind Energy Tower, Inc.), Indemnification Agreement (Telkonet Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 9 contracts

Sources: Indemnification Agreement (Dgse Companies Inc), Indemnification Agreement (Tilly's, Inc.), Indemnification Agreement (SeaSpine Holdings Corp)

WHEREAS. it is reasonable, prudent and necessary appropriate for the Company contractually to obligate itself to indemnify, hold harmless, exonerate indemnify and to advance expenses on behalf of, such persons of directors and officers to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 9 contracts

Sources: Indemnification Agreement (Affiliate Investment, Inc.), Indemnification Agreement (Liberty Global, Inc.), Indemnification Agreement (Liberty Global, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to hold harmless and indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 8 contracts

Sources: Indemnification Agreement (Virgin Orbit Holdings, Inc.), Indemnification and Advancement Agreement (Bird Global, Inc.), Indemnification and Advancement Agreement (Matterport, Inc./De)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;adequately protected.

Appears in 8 contracts

Sources: Indemnification Agreement (Kosmos Energy Ltd.), Reorganization Agreement (Cobalt International Energy, Inc.), Indemnification Agreement (Cobalt International Energy, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons as a primary indemnitor to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 7 contracts

Sources: Indemnification Agreement (Tuatara Capital Acquisition Corp), Indemnity Agreement (Tuatara Capital Acquisition Corp), Indemnification Agreement (Tuatara Capital Acquisition Corp)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 7 contracts

Sources: Indemnification Agreement (Allurion Technologies Holdings, Inc.), Director Indemnification Agreement (Vigil Neuroscience, Inc.), Director Indemnification Agreement (Nuvalent, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such indemnify persons serving it in a Corporate Status to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company in such status free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 7 contracts

Sources: Indemnification Agreement (Trimas Corp), Indemnification Agreement (Trimas Corp), Employment Agreement (Trimas Corp)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or [serve] [continue to serve serve] the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 7 contracts

Sources: Indemnification Agreement (Rezera Inc.), Indemnification Agreement (Apnimed, Inc.), Indemnification Agreement (Freenome, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; [and]

Appears in 7 contracts

Sources: Indemnification Agreement (Twilio Inc), Indemnification Agreement (Qualtrics International Inc.), Indemnification Agreement (Twilio Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses Expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 6 contracts

Sources: Indemnification Agreement (Strata Critical Medical, Inc.), Indemnification Agreement (Blade Air Mobility, Inc.), Indemnification Agreement (Alternus Clean Energy, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the By-laws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 6 contracts

Sources: Director Services Agreement (Cano Health, Inc.), Director Services Agreement (Cano Health, Inc.), Director Indemnification Agreement (Prime Medicine, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company to contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons individuals to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 6 contracts

Sources: Indemnification Agreement (PHH Corp), Indemnification Agreement (PHH Corp), Indemnification Agreement (PHH Corp)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or [serve] [continue to serve serve] the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 6 contracts

Sources: Indemnification Agreement (Rezera Inc.), Indemnification Agreement (Freenome, Inc.), Indemnification Agreement (Avalyn Pharma Inc.)

WHEREAS. it is reasonable, prudent prudent, and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate exonerate, and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law and the Charter so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;

Appears in 6 contracts

Sources: Indemnification Agreement (AERWINS Technologies Inc.), Indemnity Agreement (Broad Capital Acquisition Corp), Indemnity Agreement (Canna-Global Acquisition Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company to contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 6 contracts

Sources: Indemnification Agreement (HighPoint Resources Corp), Indemnification Agreement (GeoMet, Inc.), Indemnification Agreement (Rosetta Resources Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons its directors and officers to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 6 contracts

Sources: Employment Agreement (EyePoint Pharmaceuticals, Inc.), Indemnification Agreement (Bioverativ Inc.), Employment Agreement (pSivida Corp.)

WHEREAS. it is reasonable, prudent prudent, and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 5 contracts

Sources: Indemnification & Liability (Aavid Thermal Technologies Inc), Indemnification & Liability (Aavid Thermal Technologies Inc), Indemnification Agreement (Aavid Thermal Technologies Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, qualified individuals such persons as Indemnitee to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 5 contracts

Sources: Indemnification Agreement (Arcturus Therapeutics Holdings Inc.), Indemnification Agreement (Immunic, Inc.), Indemnification Agreement (Akebia Therapeutics, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 5 contracts

Sources: Indemnification Agreement (Altice USA, Inc.), Indemnification Agreement (POINT Biopharma Global Inc.), Indemnification Agreement (Orthopediatrics Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they such persons will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesadequately indemnified;

Appears in 5 contracts

Sources: Indemnification Agreement (ReserveOne Holdings, Inc.), Indemnification Agreement (GRIID Infrastructure Inc.), Indemnification Agreement (Adit EdTech Acquisition Corp.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons its directors to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 5 contracts

Sources: Indemnification Agreement (Combinatorx, Inc), Indemnification & Liability (FiberTower CORP), Indemnification Agreement (Biogen Idec Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons directors to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 4 contracts

Sources: Indemnification Agreement (Investview, Inc.), Indemnification Agreement (Baudax Bio, Inc.), Indemnification Agreement (TELA Bio, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses Expenses (as defined below) on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;.

Appears in 4 contracts

Sources: Indemnification Agreement (Black Mountain Acquisition Corp.), Indemnification Agreement (Black Mountain Acquisition Corp.), Indemnification Agreement (Spartan Acquisition Corp. III)

WHEREAS. it is reasonable, prudent prudent, and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 4 contracts

Sources: Indemnification Agreement (TomoTherapy Inc), Indemnification Agreement (TomoTherapy Inc), Indemnification Agreement (TomoTherapy Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 4 contracts

Sources: Indemnification Agreement (Agile Therapeutics Inc), Indemnification Agreement (Camp Nine, Inc.), Indemnification Agreement (Agile Therapeutics Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to continue to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 4 contracts

Sources: Indemnification Agreement (Gener8 Maritime, Inc.), Indemnification Agreement (Gener8 Maritime, Inc.), Indemnification Agreement (Gener8 Maritime, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 4 contracts

Sources: Indemnification Agreement (SWK Holdings Corp), Indemnification Agreement (SWK Holdings Corp), Indemnification Agreement (Marqeta, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons individuals to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will may not be so protected against liabilitiesadequately protected;

Appears in 4 contracts

Sources: Indemnification Agreement (Allied Nevada Gold Corp.), Indemnification Agreement (Teletech Holdings Inc), Indemnification Agreement (American Commercial Lines Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 4 contracts

Sources: Indemnification Agreement (Factorial Energy Inc.), Indemnification Agreement (Factorial Inc.), Indemnification Agreement (Alvarium Tiedemann Holdings, Inc.)

WHEREAS. it therefore is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses defense costs on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 4 contracts

Sources: Indemnification Agreement (Isotis Inc), Indemnification Agreement (Peplin Inc), Indemnification Agreement (K12 Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 4 contracts

Sources: Indemnification Agreement (CorMedix Inc.), Indemnification Agreement (Iaso Pharma Inc), Indemnification Agreement (CorMedix Inc.)

WHEREAS. it is reasonable, prudent prudent, necessary and necessary for in the best interests of the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 4 contracts

Sources: Indemnification Agreement (Genpact LTD), Indemnification Agreement (Genpact LTD), Indemnification Agreement (Genpact LTD)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the By-laws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 4 contracts

Sources: Officer Indemnification Agreement (Prime Medicine, Inc.), Director Indemnification Agreement (PepGen Inc.), Indemnification Agreement (Braeburn Pharmaceuticals, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnifyindemnity, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified.

Appears in 4 contracts

Sources: Indemnification Agreement (Lakeland Industries Inc), Indemnification Agreement (Paychex Inc), Indemnification Agreement (Paychex Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons at an increased risk to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 4 contracts

Sources: Indemnification Agreement (MYnd Analytics, Inc.), Indemnification Agreement (CNS Response, Inc.), Indemnification Agreement (NeoStem, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, indemnify and hold harmless, exonerate harmless and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;.

Appears in 4 contracts

Sources: Indemnification Agreement, Indemnity Agreement (Spansion Inc.), Indemnity Agreement (Spansion Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will [serve or continue to serve serve] the Company free from undue concern that they will not be so protected against liabilities;indemnified; [and]

Appears in 4 contracts

Sources: Director Indemnification Agreement (Pattern Group Inc.), Indemnification Agreement (Klaviyo, Inc.), Indemnification Agreement (Slack Technologies, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Articles, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 3 contracts

Sources: Indemnification Agreement (Thayer Ventures Acquisition Corp II), Indemnification Agreement (Thayer Ventures Acquisition Corp II), Indemnification Agreement (Fifth Wall Acquisition Corp. III)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Bylaws, so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 3 contracts

Sources: Director Indemnification Agreement (Vigil Neuroscience, Inc.), Officer Indemnification Agreement (Nuvalent, Inc.), Officer Indemnification Agreement (Fusion Pharmaceuticals Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified in the future;

Appears in 3 contracts

Sources: Indemnification Agreement (CVRx, Inc.), Indemnification Agreement (Supervalu Inc), Indemnification Agreement (AV Homes, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or [continue to to] serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 3 contracts

Sources: Indemnification Agreement (Septerna, Inc.), Indemnification Agreement (Upstream Bio, Inc.), Indemnification Agreement (Rapport Therapeutics, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest maximum extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 3 contracts

Sources: Indemnification Agreement (Transwitch Corp /De), Indemnification Agreement (Hologic Inc), Indemnification Agreement (Transwitch Corp /De)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified;

Appears in 3 contracts

Sources: Indemnification Agreement (Golden Matrix Group, Inc.), Indemnification Agreement (Vertex Energy Inc.), Indemnification Agreement (New Duke Holdco, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law and the Certificate of Incorporation so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 3 contracts

Sources: Indemnity Agreement (Murphy Canyon Acquisition Corp.), Indemnification Agreement (Alset Capital Acquisition Corp.), Indemnification Agreement (Parsec Capital Acquisitions Corp.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they he will serve or continue to serve the Company free from undue concern that they he will not be so protected against liabilities;indemnified; and

Appears in 3 contracts

Sources: Indemnification Agreement (National General Holdings Corp.), Indemnification Agreement (Amtrust Financial Services, Inc.), Indemnification Agreement (Maiden Holdings, Ltd.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance pay expenses on behalf of, such persons of directors to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 3 contracts

Sources: Indemnification Agreement (Storage Technology Corp), Indemnification Agreement (Omrix Biopharmaceuticals, Inc.), Indemnification Agreement (Fisher Scientific International Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons directors to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 3 contracts

Sources: Indemnification Agreement (Larimar Therapeutics, Inc.), Indemnification Agreement (SPS Commerce Inc), Indemnification Agreement (SPS Commerce Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve for or on behalf of the Company free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 3 contracts

Sources: Indemnification Agreement (Schiff Nutrition International, Inc.), Indemnification Agreement (Schiff Nutrition International, Inc.), Indemnification Agreement (Weider Nutrition International Inc)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law law, regardless of any amendment or revocation of the Charter or the Bylaws, so that they will serve or [continue to to] serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 3 contracts

Sources: Indemnification Agreement (Septerna, Inc.), Indemnification Agreement (Upstream Bio, Inc.), Indemnification Agreement (Rapport Therapeutics, Inc.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself by contract to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 3 contracts

Sources: Indemnification Agreement (Southwest Casino Corp), Indemnification Agreement (Southwest Casino Corp), Indemnification Agreement (Southwest Casino Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such indemnify persons serving it in a Corporate Capacity to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company in such status free from undue concern that they will not be so protected against liabilitiesindemnified;

Appears in 3 contracts

Sources: Indemnification Agreement (Cameron International Corp), Indemnification Agreement (Cameron International Corp), Indemnification Agreement (Cameron International Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, indemnify such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; and

Appears in 3 contracts

Sources: Support Agreement (Devry Education Group Inc.), Indemnification Agreement (Devry Inc), Indemnification Agreement (Devry Inc)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesindemnified or receive advancement of expenses;

Appears in 3 contracts

Sources: Indemnification Agreement (AquaBounty Technologies, Inc.), Indemnification Agreement (AquaBounty Technologies, Inc.), Indemnification & Liability (Custom Truck One Source, Inc.)

WHEREAS. it is reasonable, reasonable and prudent and necessary for the Company contractually to obligate itself confirm that the Company is obligated to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;protected; and

Appears in 3 contracts

Sources: Indemnification Agreement (Venture Lending & Leasing Iv Inc), Indemnification Agreement (Venture Lending & Leasing V, Inc.), Indemnification Agreement (CSX Corp)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities;indemnified; ​

Appears in 3 contracts

Sources: Indemnification Agreement (Ecolab Inc.), Indemnification Agreement (ClearSign Technologies Corp), Indemnification Agreement (ACE Convergence Acquisition Corp.)

WHEREAS. it is reasonable, prudent and necessary for the Company contractually to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilitiesregarding the abovementioned litigation costs and risks;

Appears in 3 contracts

Sources: Indemnification Agreement (Integra Lifesciences Holdings Corp), Indemnification Agreement (SeaSpine Holdings Corp), Indemnification Agreement (Integra Lifesciences Holdings Corp)