Common use of Insurance and Indemnification Clause in Contracts

Insurance and Indemnification. (1) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shall, or shall cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the cost of such policies shall not exceed 300% of the Company’s current annual aggregate premium for policies currently maintained by the Company or its Subsidiaries.

Appears in 3 contracts

Samples: Arrangement Agreement (Aphria Inc.), Arrangement Agreement (Pixelworks, Inc), Arrangement Agreement

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Insurance and Indemnification. (1) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shall, or shall cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the cost of such policies shall not exceed 300250% of the Company’s current annual aggregate premium for policies currently maintained by the Company or its SubsidiariesSubsidiaries (for greater certainty, not to exceed $100,000).

Appears in 2 contracts

Samples: Arrangement Agreement, Arrangement Agreement (Hillman Companies Inc)

Insurance and Indemnification. (1) Prior to the Effective Date, the Company shall purchase customary "tail" policies of directors' and officers' liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shallshall , or shall cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the cost of such policies shall not exceed 300250% of the Company’s 's current annual aggregate premium for policies currently maintained by the Company or its Subsidiaries.

Appears in 2 contracts

Samples: Agreement, Arrangement Agreement (Pni Digital Media Inc)

Insurance and Indemnification. (1a) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shallParent will, or shall will cause the Company and its Subsidiaries to to, maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided provided, that the Purchaser Parent shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the cost of such policies shall not exceed 300% of the Company’s current annual aggregate premium for policies currently maintained by the Company or its Subsidiaries.

Appears in 2 contracts

Samples: Arrangement Agreement (Interoil Corp), Arrangement Agreement (Interoil Corp)

Insurance and Indemnification. (1) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shall, or shall cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the aggregate cost of such policies shall not exceed 300% of the Company’s current annual aggregate premium for policies currently maintained by the Company or its Subsidiaries.over such six

Appears in 1 contract

Samples: Arrangement Agreement

Insurance and Indemnification. (1a) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shallXxxxxx will, or shall will cause the Company and its Subsidiaries to to, maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided provided, that the Purchaser Xxxxxx shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided provided, further that the cost of such policies policy shall not exceed 300200% of the Company’s current annual aggregate premium for policies currently maintained by the Company or its Subsidiaries.

Appears in 1 contract

Samples: Arrangement Agreement (Walter Energy, Inc.)

Insurance and Indemnification. (1) Prior to the Effective Date, the Company shall purchase customary "tail" policies of directors' and officers' liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shall, or shall cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the aggregate cost of such policies over such six (6) year period shall not exceed 300% of the Company’s 's current annual aggregate premium for policies currently maintained by the Company or its SubsidiariesSubsidiaries as set forth in the Company Disclosure Letter.

Appears in 1 contract

Samples: Arrangement Agreement (IM Cannabis Corp.)

Insurance and Indemnification. (1) Prior to the Effective Date, the Company Corporation shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company Corporation and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date Date, and the Purchaser shall, or shall cause the Company Corporation and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time Time; and provided further that the cost of such policies shall not exceed 300400% of the Company’s current annual aggregate premium for policies currently maintained by the Company or Corporation and its SubsidiariesSubsidiaries as set forth in Section 4.10 of the Corporation Disclosure Letter.

Appears in 1 contract

Samples: ca.practicallaw.thomsonreuters.com

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Insurance and Indemnification. (1) Prior to the Effective Date, the Company Corporation shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company Corporation and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date Date, and the Purchaser shall, or shall cause the Company Corporation and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time Time; and provided further that the cost of such policies shall not exceed 300% of the Company’s current annual aggregate premium for policies currently maintained by the Company or Corporation and its SubsidiariesSubsidiaries as set forth in Section 4.9 of the Corporation Disclosure Letter.

Appears in 1 contract

Samples: Arrangement Agreement (Trillium Therapeutics Inc.)

Insurance and Indemnification. (1a) Prior to the Effective Date, the Company eOne shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company eOne and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shallwill, or shall will cause the Company eOne and its Subsidiaries to to, maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided provided, that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided provided, further that the cost of such policies policy shall not exceed 300% of the CompanyeOne’s current annual aggregate premium for policies currently maintained by the Company eOne or its Subsidiaries.

Appears in 1 contract

Samples: Arrangement Agreement (Hasbro, Inc.)

Insurance and Indemnification. (15) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shallshall , or shall cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the cost of such policies shall not exceed 300250% of the Company’s current annual aggregate premium for policies currently maintained by the Company or its Subsidiaries.

Appears in 1 contract

Samples: Arrangement Agreement (Transglobe Energy Corp)

Insurance and Indemnification. (1) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shall, or shall cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; , provided that the Purchaser shall not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the aggregate cost of such policies over such six (6) year period shall not exceed 300% of the Company’s current annual aggregate premium for policies currently maintained by the Company or its SubsidiariesSubsidiaries as set forth in the Company Disclosure Letter.

Appears in 1 contract

Samples: Arrangement Agreement

Insurance and Indemnification. (1) Prior to the Effective Date, the Company shall purchase customary “tail” policies of directors’ and officers’ liability insurance providing protection no less favourable in the aggregate to than the protection provided by the policies maintained by the Company and its Subsidiaries which are in effect immediately prior to the Effective Date and providing protection in respect of claims arising from facts or events which occurred on or prior to the Effective Date and the Purchaser shallwill, or shall will cause the Company and its Subsidiaries to maintain such tail policies in effect without any reduction in scope or coverage for six (6) years from the Effective Date; provided that the Purchaser shall will not be required to pay any amounts in respect of such coverage prior to the Effective Time and provided further that the cost of such policies shall not exceed 300200% of the Company’s and its Subsidiaries’ current annual aggregate premium for policies currently maintained by the Company or and its Subsidiaries.

Appears in 1 contract

Samples: Agreement (Lowes Companies Inc)

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