Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 197 contracts
Samples: Indemnity Agreement (Omnicell, Inc.), Employment Agreement (NPS Pharmaceuticals Inc), Employment Agreement (NPS Pharmaceuticals Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 96 contracts
Samples: Agreement (COMMERCIAL METALS Co), Agreement (COMMERCIAL METALS Co), Indemnification Agreement (Post Holdings, Inc.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement which other provisions shall be invalidated remain in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawfull force and effect.
Appears in 28 contracts
Samples: Indemnity Agreement (OptimizeRx Corp), Form of Indemnity Agreement (Xhibit Corp.), Indemnification Agreement (CM REIT, Inc.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable in whole or in part for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 20 contracts
Samples: Indemnification Agreement (Intelligent Systems Corp), Indemnification Agreement (Intelligent Systems Corp), Indemnification Agreement (Intercept Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawprovisions.
Appears in 17 contracts
Samples: Indemnification Agreement (Endurance Specialty Holdings LTD), Indemnification Agreement (Endurance Specialty Holdings LTD), Indemnification Agreement (Endurance Specialty Holdings LTD)
Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.
Appears in 14 contracts
Samples: Indemnification Agreement (Kana Communications Inc), Indemnification Agreement (Viador Inc), Indemnification Agreement (Ravisent Technologies Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Charter, the Bylaws, the Code or any other applicable law.
Appears in 13 contracts
Samples: Indemnification Agreement (Titanium Asset Management Corp), Indemnification Agreement (Titanium Asset Management Corp), Indemnification Agreement (Titanium Asset Management Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 12 contracts
Samples: Indemnification Agreement (Ligand Pharmaceuticals Inc), Form of Indemnification Agreement (White House Inc/Md), Indemnification Agreement (Compgeeks Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Officer to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 11 contracts
Samples: Indemnification Agreement (Dura Pharmaceuticals Inc/Ca), Indemnification Agreement (Applied Digital Access Inc), Indemnification Agreement (Dura Pharmaceuticals Inc/Ca)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code GCL or any other applicable law.
Appears in 11 contracts
Samples: Employment Agreement (Clikia Corp.), Lock Up Agreement (Santeon Group, Inc.), Employment Agreement (Ubroadcast, Inc.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code DGCL or any other applicable law.
Appears in 11 contracts
Samples: Indemnity Agreement (Divx Inc), Indemnity Agreement (Displaytech Inc), Indemnity Agreement (Masimo Corp)
Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 10 contracts
Samples: Indemnification Agreement (Orasure Technologies Inc), Indemnification Agreement (Energizer Holdings Inc), Indemnification Agreement (Ralcorp Holdings Inc /Mo)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Charter, the Bylaws, the Code DGCL or any other applicable law.
Appears in 10 contracts
Samples: Indemnification Agreement (Myriad Genetics Inc), Indemnification Agreement (Myriad Genetics Inc), Indemnification Agreement (Vringo Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid valid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 9 contracts
Samples: Indemnification Agreement (Giga Tronics Inc), Indemnification Agreement (G & G Retail Inc), Indemnification Agreement (G & G Retail Inc)
Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and the affected provision shall be invalidated in its entirety on any ground, then construed and enforced so as to effectuate the Corporation shall nevertheless indemnify Agent parties' intent to the fullest maximum extent provided by the Bylaws, the Code or any other applicable lawpossible.
Appears in 9 contracts
Samples: Indemnification Agreement (Covalent Group Inc), Indemnification Agreement (Covalent Group Inc), Indemnification Agreement (Covalent Group Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.
Appears in 8 contracts
Samples: Indemnification Agreement (Large Scale Biology Corp), Indemnification Agreement (Big Dog Holdings Inc), Indemnification Agreement (P Com Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 7 contracts
Samples: Indemnity Agreement (Intarcia Therapeutics, Inc), Indemnity Agreement (Hansen Medical Inc), Indemnity Agreement (Genitope Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 7 contracts
Samples: Confidential Severance Agreement and General Release (Commonwealth Energy Corp), Indemnification Agreement (Commerce Energy Group Inc), Employment Agreement (Commonwealth Energy Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity contained herein or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation nevertheless shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 7 contracts
Samples: Indemnity Agreement (Siebel Systems Inc), Form of Indemnity Agreement (Coral Systems Inc), Indemnity Agreement (Requisite Technology Inc /Co)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable under applicable federal or state law or for any other reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 6 contracts
Samples: Indemnification Agreement (Proassurance Corp), Employment Agreement (Proassurance Corp), Indemnification Agreement (Proassurance Corp)
Separability. Each of the provisions of this Agreement agreement is a separate and distinct agreement and independent of the othersothers so that, so that if any provision hereof provisions of this agreement shall be held to be invalid and unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if of this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawagreement.
Appears in 6 contracts
Samples: Indemnification Agreement (Keithley Instruments Inc), Indemnification Agreement (Keithley Instruments Inc), Indemnification Agreement (Cardinal Health Inc)
Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof of this Agreement shall be held to be invalid or unenforceable for any reason, such the invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereofof this Agreement. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide the Corporation shall nevertheless indemnify Agent to Indemnitee with the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.
Appears in 5 contracts
Samples: Indemnity Agreement (Vicuron Pharmaceuticals Inc), Indemnity Agreement (Cell Therapeutics Inc), Indemnity Agreement (Vicuron Pharmaceuticals Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawDGCL.
Appears in 4 contracts
Samples: Securities Purchase Agreement, Indemnity Agreement (Active Power Inc), Indemnity Agreement (Crossroads Systems Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and the affected provision shall be invalidated in its entirety on any ground, then construed and enforced so as to effectuate the Corporation shall nevertheless indemnify Agent parties' intent to the fullest maximum extent provided by the Bylaws, the Code or any other applicable lawpossible.
Appears in 4 contracts
Samples: Indemnification Agreement (Covalent Group Inc), Indemnification Agreement (Dura Pharmaceuticals Inc/Ca), Indemnification Agreement (Dura Pharmaceuticals Inc/Ca)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 4 contracts
Samples: Series F Preferred Stock Purchase Agreement (Digirad Corp), Indemnification Agreement (Triangle Pharmaceuticals Inc), Indemnification Agreement (Rhythms Net Connections Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code DGCL or any other applicable law.
Appears in 4 contracts
Samples: Indemnification Agreement (Leapfrog Enterprises Inc), Indemnification Agreement (Leapfrog Enterprises Inc), Indemnity Agreement (Packetvideo Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, Bylaws and consistent with the Code or and any other applicable law.
Appears in 4 contracts
Samples: Indemnity Agreement and Release (American Educational Products Inc), Indemnity Agreement and Release (American Educational Products Inc), Indemnity Agreement and Release (American Educational Products Inc)
Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide the Corporation shall nevertheless indemnify Agent to Indemnitee with the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.
Appears in 3 contracts
Samples: Indemnity Agreement (Sherwin Williams Co), Indemnity Agreement (Sherwin Williams Co), Indemnity Agreement (Sherwin Williams Co)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, the Code charter documents or any other applicable law.
Appears in 3 contracts
Samples: Corporate Governance Agreement (Premier Exhibitions, Inc.), Corporate Governance Agreement (Premier Exhibitions, Inc.), Indemnification Agreement (Premier Exhibitions, Inc.)
Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if . If any provision hereof shall be is held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall will not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsArticles, Bylaws or the Code or any other applicable lawAct.
Appears in 3 contracts
Samples: Indemnification Agreement (West Coast Bancorp /New/Or/), Indemnification Agreement (West Coast Bancorp /New/Or/), Indemnification Agreement (West Coast Bancorp /New/Or/)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be of this Agreement is held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawprovisions.
Appears in 3 contracts
Samples: Indemnification Agreement (Applied Optoelectronics, Inc.), Indemnification Agreement (Applied Optoelectronics, Inc.), Indemnification Agreement (Tanox Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.
Appears in 3 contracts
Samples: Indemnification Agreement (Endosonics Corp), Directors and Officers (Coldwater Creek Inc), Indemnification Agreement (Cohesion Technologies Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability enforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 3 contracts
Samples: Indemnity Agreement (Transmeridian Exploration Inc), Indemnity Agreement (Arizona Land Income Corp), Indemnity Agreement (Arizona Land Income Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision provi sion hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the BylawsCharter Documents, the Code or any other applicable law.
Appears in 3 contracts
Samples: Indemnity Agreement (Tumbleweed Software Corp), Indemnity Agreement (Tumbleweed Communications Corp), Indemnity Agreement (Tumbleweed Communications Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement Agreement and independent of the othersothers so that, so that if any provision hereof provisions of this Agreement shall be held to be invalid and unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if of this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawAgreement.
Appears in 3 contracts
Samples: Indemnification Agreement (Cleveland Indians Baseball Co Inc), Indemnification Agreement (Developers Diversified Realty Corp), Indemnification Agreement (Cleveland Indians Baseball Co Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Silicon Storage Technology Inc), Corporation Indemnity Agreement (Cypros Pharmaceutical Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the BylawsCharter Documents, the Code or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Sangstat Medical Corp), Indemnity Agreement (Openwave Systems Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Officer to the fullest extent provided by the BylawsConstitution, the Code Act or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Broadcom LTD), Indemnity Agreement (Broadcom LTD)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws and the Law and, if applicable, the Code or any other applicable lawCode, and the affected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 2 contracts
Samples: Indemnification Agreement (Combichem Inc), Indemnification Agreement (Collateral Therapeutics Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Certificate, the Bylaws, the Code Delaware Law or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Home Diagnostics Inc), Form of Indemnity Agreement (Union Drilling Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Director to the fullest extent provided by the BylawsConstitution, the Code Act or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Broadcom LTD), Indemnity Agreement (Broadcom Cayman L.P.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the BylawsBylaws and the Law, and, if applicable, the Code or any other applicable lawCode, and the affected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 2 contracts
Samples: Indemnification Agreement (Collateral Therapeutics Inc), Indemnification Agreement (Combichem Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.
Appears in 2 contracts
Samples: Indemnification Agreement (Silicon Laboratories Inc), Indemnity Agreement (Perficient Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (Synopsys Inc), Indemnification Agreement (Synopsys Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement Agreement and independent of the othersothers so that, so that if any provision hereof of this Agreement shall be held to be invalid and unenforceable for any reason, such invalidity or unenforceability shall will not affect the validity or enforceability of the other provisions hereof. Furthermore, if of this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawAgreement.
Appears in 2 contracts
Samples: Indemnification Agreement (Ventiv Health Inc), Indemnification Agreement (Marani Brands, Inc.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereofhereof (unless such invalidity or unenforceability shall render ineffective such other provision). Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Asyst Technologies Inc), Indemnity Agreement (Asyst Technologies Inc /Ca/)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code Delaware Law or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Akcea Therapeutics, Inc.), Indemnity Agreement (Isis Pharmaceuticals Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 2 contracts
Samples: Indemnification Agreement (Rhythms Net Connections Inc), Indemnification Agreement (Triangle Pharmaceuticals Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code WBCA or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Safedox, Inc.), Indemnity Agreement (Safedox, Inc.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.the
Appears in 2 contracts
Samples: Indemnity Agreement (Gene Logic Inc), Indemnity Agreement (Continuus Software Corp /Ca)
Separability. Each provision of this Agreement shall be considered separable and (a) if for any reason any provision or provisions herein are determined to be invalid and contrary to any existing or future law, such invalidity shall not impair the operation of or affect those portions of this Agreement which are valid, and (b) if for any reason any provision or provisions of this Agreement is a separate and distinct agreement and independent would subject the Limited Partners to any personal liability for the obligations of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect Partnership under the validity or enforceability laws of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.the
Appears in 2 contracts
Samples: Agreement (Capital Senior Living Corp), Agreement (Capital Senior Living Corp)
Separability. Each of the provisions provision of this Agreement is a separate and ------------ distinct agreement and independent of the others, so that if any provision hereof of this Agreement shall be held to be invalid or unenforceable for any reason, such the invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide the Corporation shall nevertheless indemnify Agent to Indemnitee with the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Virtual Mortgage Network Inc), Indemnity Agreement (Virtual Mortgage Network Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Director to the fullest extent provided by the BylawsArticles, the Code Act or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Avago Technologies LTD), Indemnity Agreement (Avago Technologies Finance Pte. Ltd.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the BylawsArticles, the Code Act or any other applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (TerraForm Power, Inc.), Indemnification Agreement (SunEdison Semiconductor Pte. Ltd.)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Amended and Restated Bylaws, the Code or any other applicable law.
Appears in 2 contracts
Samples: Indemnity Agreement (Leap Wireless International Inc), Indemnity Agreement (Pharmacopeia Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, ; such invalidity or unenforceability shall not affect the validity or enforceability of the provisions hereof, which other provisions hereof. Furthermore, if this Agreement shall be invalidated remain in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawfull force and effect.
Appears in 2 contracts
Samples: Indemnification Agreement (Cmgi Inc), Indemnification Agreement (ModusLink Global Solutions Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and agreement, independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (Schuler Holdings Inc), Indemnification Agreement (Sun Communities Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and is independent of the others, so that if any provision or all of the provisions hereof shall be are held to be invalid or unenforceable for any reason, such invalidity or unenforceability enforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.
Appears in 2 contracts
Samples: Indemnification Agreement (Nu Skin Enterprises Inc), Indemnification Agreement (Nu Skin Enterprises Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent Indemnitee to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 2 contracts
Samples: Indemnification Agreement (Discovery Partners International Inc), Indemnification Agreement (Discovery Partners International Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any or all of the provisions hereof (including any provision hereof within a single section, paragraph or sentence) shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.
Appears in 2 contracts
Samples: Indemnification Agreement (Portal Software Inc), Indemnification Agreement (Portal Software Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable in whole or in part for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof and the Corporation hereby agrees and acknowledges that it shall nevertheless indemnify Agent the Executive to the fullest full extent provided permitted by the Bylaws, the Code or any other applicable lawportion of this Agreement that shall not have been invalidated.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law. 14.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify the Agent to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement : which other provisions shall be invalidated remain in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawfull force and effect.
Appears in 1 contract
Samples: Director and Officer Indemnity Agreement (New Jersey Resources Corp)
Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 1 contract
Samples: Indemnification Agreement (Corsair Communications Inc)
Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Officer to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid inva lid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 1 contract
Samples: Indemnity Agreement (Megabios Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, : (i) such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and (ii) such provision shall be invalidated in its entirety on any ground, then deemed to be restated to the Corporation shall nevertheless indemnify Agent extent necessary so that it is valid and enforceable to the fullest extent provided by the Bylaws, the Code or any other permitted under applicable lawlaws.
Appears in 1 contract
Samples: Indemnification Agreement (Magellan Petroleum Corp /De/)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Director to the fullest extent provided by the BylawsLLC Agreement, the Code Act or any other applicable law.
Appears in 1 contract
Samples: Security Agreement (Servicesource International LLC)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and the affected provision shall be invalidated in its entirety on any ground, then construed and enforced so as to effectuate the Corporation shall nevertheless indemnify Agent parties' intent to the fullest maximum extent provided by the Bylaws, the Code or any other applicable lawpossible. 6 10.
Appears in 1 contract
Samples: Indemnification Agreement (Dura Pharmaceuticals Inc/Ca)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of Corporation shall nevertheless to indemnify Agent Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 1 contract
Samples: Indemnification Agreement (Wildblue Communications Inc)
Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide Indemnitee with the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.
Appears in 1 contract
Samples: Indemnification And (Genvec Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the BylawsCharter Documents, the Code BVI Law or any other applicable law.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability unenforceablility shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the BylawsOrganizational Documents, the Code or any other applicable law.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the [Director][Officer] to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties’ intent to the maximum extent possible.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.nevertheless
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawXXXX.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawCode.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawDGCL.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawDGCL.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawDXXX.
Appears in 1 contract
Samples: Securities Purchase Agreement (Crossroads Systems Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Certificate, the Bylaws, the Code DGCL or any other applicable law.
Appears in 1 contract
Samples: Indemnification Agreement (Outdoor Channel Holdings Inc)
Separability. Each of the provisions of this Agreement is a separate and ------------ distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and the affected provision shall be invalidated in its entirety on any ground, then construed and enforced so as to effectuate the Corporation shall nevertheless indemnify Agent parties' intent to the fullest maximum extent provided by the Bylaws, the Code or any other applicable lawpossible.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Director to the fullest full extent provided by the BylawsCertificate, the Code Corporation's Bylaws or any other applicable lawthe Law, and the affected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.invalidated
Appears in 1 contract
Samples: Indemnity Agreement (Vari L Co Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code or any other applicable law.
Appears in 1 contract
Samples: Indemnity Agreement (Landa Management Systems Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the BylawsArticles, the Code or any other applicable lawBylaws and/or the Law, and the affected provision shall be construed and enforced so as to effectuate the parties’ intent to the maximum extent possible.
Appears in 1 contract
Samples: Indemnification Agreement (Cardiodynamics International Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Valence shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, the Code or any other applicable law.
Appears in 1 contract
Samples: Agreement (Valence Technology Inc)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code Delaware Law or any other applicable law.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.
Appears in 1 contract
Samples: Indemnification Agreement (SCC Communications Corp)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawCode. 13.
Appears in 1 contract
Samples: Indemnification Agreement (Idec Pharmaceuticals Corp / De)
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the Bylaws, the Code or any other applicable lawAct.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director/Officer to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawCode.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code Code, or any other applicable law.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, the Code By-laws or any other applicable lawthe DGCL.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Companies shall nevertheless indemnify Agent Director to the fullest extent provided by the BylawsCharters, the Code DGCL or any other applicable law.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the BylawsCode, the Code Bylaws or any other applicable law.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect effect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.
Appears in 1 contract
Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Advisor to the fullest full extent provided by the Bylaws, the Code or any other applicable lawAct.
Appears in 1 contract
