Common use of Indemnification Payment Clause in Contracts

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 114 contracts

Samples: Indemnification Agreement (Vistagen Therapeutics, Inc.), Indemnification Agreement (VistaGen Therapeutics, Inc.), Indemnification Agreement (VistaGen Therapeutics, Inc.)

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Indemnification Payment. Indemnitee shall be entitled to receive indemnification of Expenses, and shall receive payment thereof, Expenses from the Company Corporation in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company Corporation for indemnification, unless the Reviewing Party has given a written opinion to the Company Corporation that Indemnitee is not entitled to indemnification under this Agreement or applicable law.

Appears in 13 contracts

Samples: Indemnification Agreement (Biomimetic Therapeutics, Inc.), Indemnification Agreement (Scoop Inc/De), Indemnification Agreement (Psychiatric Solutions Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee indemnification of such Expenses is not entitled to indemnification prohibited under applicable lawSection 2(f) of this Agreement.

Appears in 13 contracts

Samples: Form of Indemnification Agreement (Veritas Farms, Inc.), Indemnification Agreement, Indemnification Agreement

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable lawSection 145 of the Delaware General Corporation Law.

Appears in 5 contracts

Samples: Indemnification Agreement (Polycom Inc), Form of Indemnification Agreement (Therma Wave Inc), Indemnification Agreement (Polycom Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company company for indemnification, unless the Reviewing Party has given a written opinion to the Company company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 5 contracts

Samples: Indemnification Agreement (Micrel Inc), Indemnification Agreement (Micrel Inc), Indemnification Agreement (Micrel Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of ExpensesExpenses (to the extent permitted under applicable law), and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 5 contracts

Samples: Indemnification Agreement (China Yuchai International LTD), Indemnification Agreement (China Yuchai International LTD), Indemnification Agreement (China Yuchai International LTD)

Indemnification Payment. Indemnitee shall be entitled to receive indemnification of Expenses, and shall receive payment thereof, Expenses from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under this Agreement or applicable law.

Appears in 4 contracts

Samples: Indemnification Agreement (Franklin Telecommunications Corp), Indemnity Agreement (American Pulp Exchange Inc), Indemnity Agreement (American Pulp Exchange Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of ExpensesExpenses (in the case of a Type 1 Indemnifiable Event) or Defense Costs (in the case of a Type 2 Indemnifiable Event), and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (ACE LTD), Indemnification Agreement (Ace LTD), Indemnification Agreement (Ace LTD)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company Xxxxx in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company Xxxxx for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee indemnification of such Expenses is not entitled to indemnification prohibited under applicable lawSection 2(f) of this Agreement.

Appears in 3 contracts

Samples: Indemnification Agreement, Indemnification Agreement (Dubuc Motors Inc.), Indemnification Agreement (Dubuc Motors Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, but in no event later than thirty (30) days after demand, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (eHealth, Inc.), Investment Agreement (eHealth, Inc.), Indemnification Agreement (eHealth, Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company and Indemnitee that Indemnitee is not entitled to indemnification under applicable law; provided, however, that such opinion shall not be required to be given to Indemnitee if it could reasonably be expected to waive any attorney-client privilege.

Appears in 2 contracts

Samples: Indemnification Agreement (Upland Software, Inc.), Indemnification Agreement (Homeaway Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company Brand Pharma in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company Brand Pharma for indemnification, unless the Reviewing Party has given a written opinion to the Company Brand Pharma that Indemnitee is not entitled to indemnification under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Mallinckrodt PLC), Indemnification Agreement (Mallinckrodt PLC)

Indemnification Payment. Indemnitee shall be entitled to indemnification and advance of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnificationsuch indemnification or advance, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification or advance under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Covenant Logistics Group, Inc.), Form of Indemnification Agreement (Covenant Transport Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of ExpensesLosses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnificationindemnification (following the final disposition of the applicable Proceeding), unless the Reviewing Party has given determined (and, if the Reviewing Party is Independent Counsel, has determined in a written opinion to the Company Company) that Indemnitee is not entitled to indemnification under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Graftech International LTD), Indemnification Agreement (Alphabet Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made the Company receives Indemnitee’s written demand on for indemnification (including any supporting documentation that the Company for indemnificationmay request), unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Diodes Inc /Del/), Indemnification Agreement (Diodes Inc /Del/)

Indemnification Payment. Indemnitee shall be entitled to ----------------------- indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Xoom Inc), Indemnification Agreement (Cybersource Corp)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company Xxxxxxx Controls in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company Xxxxxxx Controls for indemnification, unless the Reviewing Party has given a written opinion to the Company Xxxxxxx Controls that Indemnitee is not entitled to indemnification under applicable law.

Appears in 2 contracts

Samples: Deed of Indemnification (Johnson Controls International PLC), Deed of Indemnification (TYCO INTERNATIONAL PLC)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, Expenses and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Greenwood Hall, Inc.), Indemnification Agreement (Infinity Oil & Gas Co)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.for

Appears in 1 contract

Samples: Indemnification Agreement (Aerocentury Corp)

Indemnification Payment. Indemnitee shall be entitled to Expense Advances and indemnification of ExpensesExpenses and Losses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for such Expense Advances or indemnification, unless the Reviewing Party has given made a written opinion to the Company determination that Indemnitee is not entitled to indemnification under applicable lawsuch Expense Advances or indemnification.

Appears in 1 contract

Samples: Indemnification Agreement (Victory Capital Holdings, Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of all Indemnifiable Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnificationindemnification (following the final disposition of the applicable Claim), unless the Reviewing Party has given determined (and, if the Reviewing Party is Independent Counsel, has determined in a written opinion to the Company Company) that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Devon Energy Corp/De)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, for the Expenses incurred in connection with a Proceeding from the Company in accordance with this Agreement as soon as practicable thirty days after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to informed the Company that Indemnitee is not entitled to indemnification under this Agreement or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (FTD Group, Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable but in any event no later than thirty (30) days after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Consulting Agreement (Bright Mountain Media, Inc.)

Indemnification Payment. An Indemnitee shall be entitled to indemnification of reasonable Expenses, and shall receive payment thereoftherefor, from the Company in accordance with this Agreement as soon as practicable after such Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Management Services Agreement (Illinois Superconductor Corporation)

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Indemnification Payment. Indemnitee INDEMNITTEE shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee INDEMNITTEE has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee INDEMNITTEE is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Cambium Learning Group, Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, but in no event later than five (5) business days after demand, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Dolby Laboratories, Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party Company, through the Board, committee of directors, or the Independent Counsel, has given made a written opinion to the Company determination that that Indemnitee is not entitled to indemnification under applicable law. Any such written demand shall provide a reasonable basis for such indemnification and detail of Expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Stem, Inc.)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, thereof from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party Independent Counsel has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Form Indemnification Agreement (Loton, Corp)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under this agreement and applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Destia Communications Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee has not met the applicable standard of conduct or otherwise is not entitled to indemnification under applicable lawSection 145 of the Delaware General Corporation Law or this Agreement.

Appears in 1 contract

Samples: Indemnification Agreement (Informatica Corp)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made a written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (ONCOSEC MEDICAL Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under this Agreement or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Overland Data Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable lawlaw or stock exchange regulation.

Appears in 1 contract

Samples: Officer Indemnification Agreement (Chubb LTD)

Indemnification Payment. The Indemnitee shall will be entitled to indemnification of against Expenses, and shall the Indemnitee will receive payment thereof, from the Company in accordance with the corresponding indemnification payments according to this Agreement as soon as practicable after the Indemnitee has made written demand on given the Company for indemnificationa written indemnification demand, unless the Reviewing Party has given the Company a written opinion to that the Company that Indemnitee is not entitled to indemnification under applicable lawDelaware General Corporation Law Section 145.

Appears in 1 contract

Samples: Indemnification Agreement (Nextg Networks Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as As soon as practicable after Indemnitee has made written demand on the Company for indemnification, the Company shall indemnify the Indemnitee for Expenses, unless the Reviewing Party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Form of Indemnity Agreement (Public Service Co of New Mexico)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party has given a written opinion to the Company and Indemnitee that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Bazaarvoice Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party Board has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Elandia, Inc.)

Indemnification Payment. Indemnitee shall be entitled to receive indemnification of Expenses, and shall receive payment thereof, expenses from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnificationIndemnification, unless the Reviewing Party reviewing party has given a written opinion to the Company that Indemnitee is not entitled to indemnification under this Agreement or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Overland Data Inc)

Indemnification Payment. Indemnitee shall be entitled to indemnification of Expenses, and shall receive payment thereof, from the Company in accordance with this Agreement as soon as practicable after Indemnitee has made written demand on the Company for indemnification, unless the Reviewing Party Independent Counsel has given a written opinion to the Company that Indemnitee is not entitled to indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Health Revenue Assurance Holdings, Inc.)

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