Corporate Capacity definition

Corporate Capacity means service as (i) a director of the Company or (ii) a director, officer, trustee, general partner, manager, managing member, fiduciary, employee, agent or other representative of any other domestic or foreign, for-profit or not-for-profit, corporation, limited liability company, partnership, joint venture, trust, employee benefit plan or other enterprise at the request or for the benefit of the Company.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Corporate Capacity means Indemnitee’s status or capacity as, or fact that Indemnitee is or was, a director, officer, employee, agent or fiduciary of the Corporation, or is or was serving at the request of the Corporation as a director, officer, employee, trustee, agent or fiduciary of another Entity.

Corporate Capacity describes serving as a member of the Special Committee of the Board of Directors of the Company created by the Board of Directors on May 28, 2006. Corporate Capacity includes, unless the context requires otherwise, the estate or personal representative of Indemnitee.

Examples of Corporate Capacity in a sentence

• This Agreement shall continue in effect during the Indemnification Period regardless of whether Indemnitee continues to serve in a Corporate Capacity.

• The term “act performed in Indemnitee’s capacity as an Office Holder” shall include, without limitation, any act, omission and failure to act and any other circumstances relating to or arising from Indemnitee’s service in a Corporate Capacity.

• The term “act performed in Indemnitee’s capacity as an Office Holder” shall include, without limitation, any act, omission or failure to act and any other circumstances relating to or arising from Indemnitee’s service in a Corporate Capacity.

• This Agreement shall continue in effect regardless of whether Indemnitee continues to serve in a Corporate Capacity.

• To the extent that the Company maintains an insurance policy or policies providing liability insurance for individuals serving in a Corporate Capacity, Indemnitee must be covered by such policy or policies in such manner as to provide Indemnitee the same rights and benefits as are accorded other individuals serving in substantially the same Corporate Capacity.

• No amendment, alteration or repeal of this Agreement or of any provision hereof shall limit or restrict any right of Indemnitee under this Agreement in respect of any action taken or omitted by Indemnitee in his or her Corporate Capacity prior to such amendment, alteration or repeal.

• No amendment, alteration or termination of this Agreement or of any provision hereof shall limit or restrict any right of Indemnitee under this Agreement in respect of any action taken or omitted by Indemnitee in his or her Corporate Capacity prior to such amendment, alteration or termination.

• The Company will, from time to time, make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with reputable insurance companies providing some or all of the individuals serving in a Corporate Capacity with coverage for losses from wrongful acts, or to ensure the Company’s performance of its indemnification obligations under this Agreement.

• The Company has already obtained and will maintain a policy or policies of insurance with reputable insurance companies providing some or all of the individuals serving in a Corporate Capacity with coverage for losses, or to ensure the Company’s performance of its indemnification obligations under this Agreement.

• No supplement, modification or amendment of this Agreement or any provision hereof shall limit or restrict in any way any right of the Indemnitee under this Agreement with respect to any action taken or omitted by the Indemnitee in his Corporate Capacity prior to such supplement, modification or amendment.

More Definitions of Corporate Capacity

Corporate Capacity describes the capacity in which Indemnitee serves, served or will serve the Company, whether as a director, officer, employee or agent of the Company or, at the Company’s request, as a director, officer, partner, trustee, employee, administrator, representative or agent of another foreign or domestic corporation, partnership, joint venture, trust, employee benefit plan, entity, or other enterprise of any kind. Corporate Capacity also describes any service by Indemnitee at the Company’s request in connection with an employee benefit plan if Indemnitee’s duties to the Company also impose duties on, or otherwise involve services by, Indemnitee to the plan or to participants in or beneficiaries of the plan. Corporate Capacity includes, unless the context requires otherwise, the estate or personal representative of Indemnitee.

Corporate Capacity describes the status of an individual who is or was (i) an officer or director of the Company, or (ii) serving at the request of the Company as an officer, director, partner, venturer, member, trustee, employee, agent or similar functionary of another entity affiliated with or otherwise in existence for the benefit of the Company, its Affiliates and/or its or their employees, including but not limited to a corporation, partnership, limited liability company, joint venture, trust, employee benefit plan or other enterprise. “Serving at the request of the Company” shall include, but shall not be limited to, any service as a director, officer, employee or agent of the Company or an Affiliate which imposes duties on, or involves services by, the Indemnitee with respect to an Affiliate, or it’s the participants or its beneficiaries of such employee benefit plan or trust, and/or any appointment at the Company's request as a director, officer, employee, or agent of an Affiliate or trustee of such a plan or trust.

Corporate Capacity describes the status of an individual who is or was an officer or director of the Company, or is or was serving at the request of the Company as an officer, director, trustee, employee or agent of another entity affiliated with or otherwise in existence for the benefit of the Company, its affiliates and/or its or their employees, including but not limited to a corporation, partnership, limited liability company, joint venture, trust, employee benefit plan or other enterprise. “Serving at the request of the Company” shall include, but shall not be limited to, any service as a director, officer, employee or agent of the Company or an Affiliate which imposes duties on, or involves services by, the Indemnitee with respect to an Affiliate, or an employee benefit plan, its participants or its beneficiaries, and/or any appointment at the Company's request as a director, officer, employee, or agent of an Affiliate or trustee of such a plan.

Corporate Capacity describes the status of an individual who is or was an officer or director of the Company, or is or was “serving at the request of” the Company or any of its affiliates as an officer, director, trustee, employee or agent of another entity affiliated with or otherwise in existence for the benefit of the Company, its affiliates and/or its or their employees, including but not limited to a corporation, partnership, limited liability company, joint venture, trust, employee benefit plan or other enterprise. “Serving at the request of” the Company or any of its affiliates shall include, but shall not be limited to, any service as a director, officer, employee or agent of the Company or an affiliate which imposes duties on, or involves services by, the Indemnitee with respect to an affiliate, or an employee benefit plan, its participants or its beneficiaries, and/or any appointment at the Company’s request as a director, officer, employee, or agent of an affiliate or trustee of such a plan.

Corporate Capacity describes the official capacity in which Indemnitee serves, served or will serve the Company, whether as a director, officer, employee or agent of the Company, or at the request of the Company as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise. Corporate Capacity also describes any service by Indemnitee at the Company’s request in connection with an employee benefit plan if Indemnitee’s duties to the Company also impose duties on, or otherwise involve services by, Indemnitee to the plan or to participants in or beneficiaries of the plan. Corporate Capacity includes, unless the context requires otherwise, the estate or personal representative of Indemnitee.

Corporate Capacity means an act performed by you, either prior to or after the date hereof, in your capacity as an Office Holder, including, without limitation, as a director, officer, employee, agent or fiduciary of the Company, any subsidiary thereof or any other corporation, collaboration, partnership, joint venture, trust or other enterprise, in which you serve at any time at the request of the Company