Common use of Fees and Expenses of Independent Legal Counsel Clause in Contracts

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 18 contracts

Samples: Indemnification Agreement (Techpoint, Inc.), Indemnification Agreement (Genomic Health Inc), Indemnification Agreement (Identiv, Inc.)

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Fees and Expenses of Independent Legal Counsel. The Corporation Company agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 7 contracts

Samples: Indemnification Agreement (Salarius Pharmaceuticals, Inc.), Indemnification Agreement (SITIME Corp), Indemnification Agreement (Nikola Corp)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel or a panel of three arbitrators should such Independent Legal Counsel or such arbitrators be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel or arbitrators against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 7 contracts

Samples: Indemnification Agreement (Concentrix Corp), Indemnification Agreement, Indemnification Agreement (Synnex Information Technologies Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation Company agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b6(b) of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them it arising out of or relating to this Agreement or their its engagement pursuant hereto.

Appears in 5 contracts

Samples: Indemnification Agreement (Sunpower Corp), Indemnification Agreement (PortalPlayer, Inc.), Indemnification Agreement (Sunpower Corp)

Fees and Expenses of Independent Legal Counsel. The Corporation Company agrees to pay the reasonable fees and expenses of Independent Legal Counsel independent legal counsel or a panel of three arbitrators should such Independent Legal Counsel counsel or such panel of arbitrators be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) 6 of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred counsel or by any of them arising out of or relating to this Agreement or their engagement pursuant hereto, except with respect to expenses and losses resulting from the negligence or willful misconduct of such persons.

Appears in 3 contracts

Samples: Indemnification Agreement (Cesca Therapeutics Inc.), Indemnification Agreement (SeaOspa Inc), Indemnification Agreement (GC China Turbine Corp.)

Fees and Expenses of Independent Legal Counsel. The Corporation ---------------------------------------------- agrees to pay the reasonable fees and expenses of Independent Legal Counsel or a panel of three arbitrators should such Independent Legal Counsel or such arbitrators be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel or arbitrators against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 3 contracts

Samples: Indemnification Agreement (Magma Design Automation Inc), Indemnification Agreement (Tvia Inc), Indemnification Agreement (Sirf Technology Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them such Independent Legal Counsel arising out of or relating to this Agreement or their such Independent Legal Counsel’s engagement pursuant hereto.

Appears in 3 contracts

Samples: Indemnification Agreement (Potlatchdeltic Corp), Indemnification Agreement (Potlatch Corp), Indemnification Agreement (Potlatch Forest Products CORP)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel or a panel of three arbitrators should such Independent Legal Counsel or such arbitrators be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel or arbitrators against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 3 contracts

Samples: Indemnification Agreement (Vina Technologies Inc), Indemnification Agreement (Alliance Fiber Optic Products Inc), Indemnification Agreement (Webex Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) 6 of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 2 contracts

Samples: Indemnity Agreement (Biosite Inc), Indemnity Agreement (Vical Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation Company agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b6(b) of this Agreementhereof, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them it arising out of or relating to this Agreement or their its engagement pursuant hereto.

Appears in 2 contracts

Samples: Indemnification Agreement (Sunpower Corp), Indemnification Agreement (Sunpower Corp)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) 9 of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 2 contracts

Samples: Indemnity Agreement (Wd 40 Co), Indemnity Agreement (Wd 40 Co)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees Company and the Partnership agree to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) of this Agreementhereof, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them it arising out of or relating to this Agreement or their its engagement pursuant hereto.

Appears in 2 contracts

Samples: Indemnification Agreement, Indemnification Agreement (8point3 Energy Partners LP)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of the Indemnitee’s entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel against any and for all reasonable expenses and losses disbursements incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnification Agreement (Midway Gold Corp)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) 6 of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Form of Indemnification Agreement (Symmetricom Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation Company agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of the reasonableness of Expenses pursuant to Section 4(b) of this Letter Agreement or Indemnitee’s entitlement to indemnification pursuant to Section 5(b) 7 of this Letter Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them it arising out of or relating to this Letter Agreement or their its engagement pursuant hereto.

Appears in 1 contract

Samples: Employment Agreement (LCC International Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel or a panel of three arbitrators should such Independent Legal Counsel or such arbitrators be retained to make a determination of Indemnitee’s entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify and hold such Independent Legal Counsel or arbitrators harmless against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnification Agreement (LendingClub Corp)

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Fees and Expenses of Independent Legal Counsel. The Corporation Company agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b6(b) of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them it arising out of or relating to this Agreement or their its engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnification Agreement (Sunpower Corp)

Fees and Expenses of Independent Legal Counsel. The Corporation ---------------------------------------------- agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b) 9 of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnity Agreement (Aristotle International Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel counsel be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b) 5 of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnity Agreement (Dupont Photomasks Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees ---------------------------------------------- to pay the reasonable fees and expenses of Independent Legal Counsel or a panel of three arbitrators should such Independent Legal Counsel or such arbitrators be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify such Independent Legal Counsel or arbitrators against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnification Agreement (Logicvision Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation ---------------------------------------------- agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel counsel be retained to make a determination of Indemnitee’s an Indemnified Party's entitlement to indemnification pursuant to Section 5(b) of this Agreement8 above, and to fully --------- indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnity Agreement (Xcel Pharmaceuticals Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b) 5 of this Agreement, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnity Agreement (Cortech Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation Company agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel be retained to make a determination of Indemnitee’s 's entitlement to indemnification or advancement of Expenses pursuant to Section 5(b6(b) of this Agreement, Agreement and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them it arising out of or relating to this Agreement or their its engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnification Agreement (Norcal Waste Systems Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel should such Independent Legal Counsel counsel be retained to make a determination of Indemniteean Indemnified Party’s entitlement to indemnification pursuant to Section 5(b) of this Agreement8 above, and to fully indemnify such Independent Legal Counsel against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Form of Indemnity Agreement (Xcel Pharmaceuticals Inc)

Fees and Expenses of Independent Legal Counsel. The Corporation agrees to pay the reasonable fees and expenses of Independent Legal Counsel or a panel of three arbitrators should such Independent Legal Counsel or such arbitrators be retained to make a determination of Indemnitee’s 's entitlement to indemnification pursuant to Section 5(b) of this Agreement, and to fully indemnify and hold such Independent Legal Counsel or arbitrators harmless against any and all expenses and losses incurred by any of them arising out of or relating to this Agreement or their engagement pursuant hereto.

Appears in 1 contract

Samples: Indemnification Agreement (Intraop Medical Corp)

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