Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification.
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable or in the event that any Proceeding to which Indemnitee is a party is resolved by adverse judgment against Indemnitee, the Company shall also indemnify Indemnitee for Expenses actually and reasonably incurred in connection therewith and Other Liabilities if Indemnitee has not failed to meet the applicable standard of conduct for indemnification pursuant to the GCL.
