Common use of Exception to Right of Indemnification or Advancement of Expenses Clause in Contracts

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding under Section 7(a) of this Agreement), unless the Trust’s governing documents, a resolution of the shareholders entitled to vote generally in the election of Trustees or of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwise.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding Proceeding under Section 7(a) of this Agreement), unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution vote of a majority of the shareholders entitled to vote generally in the election of Trustees or members of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwiseof Trustees.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than Indemnitee, or any claim therein prior to a proceeding under Section 7(a) of this Agreement)Change in Control, unless the Trust’s governing documents, a resolution bringing of the shareholders entitled to vote generally in the election such Proceeding or making of Trustees or of the Board or an agreement such claim shall have been approved by the Board to which the Trust is a party expressly provide otherwiseof Directors.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement advance of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding Proceeding under Section 7(a6(a) of this Agreement), unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution vote of a majority of the shareholders entitled to vote generally in the election of Trustees or members of the Board or an agreement approved by of Trustees of the Board to which the Trust is a party expressly provide otherwiseTrust.

Exception to Right of Indemnification or Advancement of Expenses. (aExcept as provided in Section 6(a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding Proceeding by Indemnitee to enforce his rights under Section 7(a) of this Agreement), or any claim therein, unless the Trust’s governing documents, a resolution bringing of the shareholders entitled to vote generally in the election such Proceeding or making of Trustees or of the Board or an agreement such claim shall have been approved by the Board to which the Trust is a party expressly provide otherwiseof Directors.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding Proceeding under Section 7(a) of 5 this Agreement), unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution vote of a majority of the shareholders entitled to vote generally in the election of Trustees or members of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwiseof Directors.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding under Section 7(a) of this Agreement), unless the TrustCompany’s governing documentscharter or By-laws, a resolution of the shareholders entitled to vote generally in the election of Trustees Directors or of the Board or an agreement approved by the Board to which the Trust Company is a party expressly provide otherwise.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding Proceeding under Section 7(a) of this Agreement), unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution vote of a majority of the shareholders entitled to vote generally in the election of Trustees or members of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwiseof Directors.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement advance of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding Proceeding under Section 7(a) of this Agreement), unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution vote a majority of the shareholders entitled to vote generally in the election of Trustees or members of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwiseBoard.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement advance of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding under Section 7(a) of this Agreement)Indemnitee, unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution of the shareholders entitled to vote generally in the election of Trustees or of the Board or an agreement approved of Directors as required by the Board to which the Trust is a party expressly provide otherwiseCompany’s Bylaws.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding under Section 7(a) of this Agreement), unless the Trust’s governing documents, a resolution of the shareholders entitled to vote generally in the election of Trustees or of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwise.. Information Classification: Limited Access

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement advance of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding Proceeding under Section 7(a) of this Agreement), unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution vote of a majority of the shareholders entitled to vote generally in the election of Trustees or members of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwiseBoard.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, the Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by the Indemnitee (other than a proceeding Proceeding under Section 7(a) of this Agreement), unless the Trust’s governing documents, bringing of such Proceeding or making of such claim shall have been approved by a resolution vote of a majority of the shareholders entitled to vote generally in the election of Trustees or members of the Board or an agreement approved by the Board to which the Trust is a party expressly provide otherwiseof Directors.

Exception to Right of Indemnification or Advancement of Expenses. (a) Notwithstanding any other provision of this Agreement, Indemnitee shall not be entitled to indemnification or advancement of Expenses under this Agreement with respect to any Proceeding brought by Indemnitee (other than a proceeding under Section 7(a) of this Agreement)Indemnitee, unless (a) the TrustProceeding is brought to enforce indemnification under this Agreement or otherwise or (b) the Company’s governing documentsBylaws, the Charter, a resolution of the shareholders entitled to vote generally in the election of Trustees trustees or of the Board of Trustees or an agreement approved by the Board of Trustees to which the Trust Company is a party expressly provide otherwise.