Common use of Services to the Corporation Clause in Contracts

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 18 contracts

Samples: Indemnity Agreement (Ixys Corp /De/), Indemnification Agreement (Titanium Asset Management Corp), Indemnification Agreement (Titanium Asset Management Corp)

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Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 15 contracts

Samples: Employment Agreement (Clikia Corp.), Indemnity Agreement (Safedox, Inc.), Indemnity Agreement (Safedox, Inc.)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 15 contracts

Samples: Indemnity Agreement (Anadys Pharmaceuticals Inc), Indemnity Agreement (Lightspan Partnership Inc), Indemnity Agreement (Caliper Technologies Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ______________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 12 contracts

Samples: Indemnity Agreement (Tivo Inc), Indemnity Agreement (First Virtual Corp), Indemnity Agreement (Ribogene Inc / Ca/)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ______________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 11 contracts

Samples: Indemnity Agreement (Intuitive Surgical Inc), Indemnity Agreement (Oculex Pharmaceuticals Inc /), Indemnity Agreement (Rigel Pharmaceuticals Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 8 contracts

Samples: Voting Agreement (ARCA Biopharma, Inc.), Indemnity Agreement (Leadis Technology Inc), Indemnity Agreement (Rackable Systems, Inc.)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director an officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 7 contracts

Samples: Indemnity Agreement (Dendreon Corp), Indemnity Agreement (Ixys Corp /De/), Indemnity Agreement (Ixys Corp /De/)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 7 contracts

Samples: Indemnity Agreement (Intermune Pharmaceuticals Inc), Indemnity Agreement (Aerogen Inc), Indemnity Agreement (Biomedicines Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 6 contracts

Samples: Indemnification Agreement (Chordiant Software Inc), Indemnity Agreement (Myogen Inc), Form of Indemnification Agreement (Blue Martini Software Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director and/or executive officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 5 contracts

Samples: And Inventions Agreement (Vaxgen Inc), Indemnity Agreement (Vaxgen Inc), Certain (Vaxgen Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or of such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 5 contracts

Samples: Indemnity Agreement (AirRover Wi-Fi Corp.), Indemnity Agreement (AirRover Wi-Fi Corp.), Indemnity Agreement (AirRover Wi-Fi Corp.)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his or her ability so long as he or she is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 4 contracts

Samples: Indemnity Agreement (Verenium Corp), Indemnity Agreement (Verenium Corp), Indemnity Agreement (Verenium Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his [his] ability so long as he [he] is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 3 contracts

Samples: Indemnity Agreement (Dendreon Corp), Indemnity Agreement (Dendreon Corp), Indemnity Agreement (Telik Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director [OFFICER/DIRECTOR] of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 3 contracts

Samples: Indemnity Agreement (Horizon Organic Holding Corp), Indemnity Agreement (Requisite Technology Inc /Co), Indemnity Agreement (Jato Communications Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his or her ability so long as he or she is duly elected and qualified in accordance with the provisions of the Bylaws Charter Documents or other applicable the charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 3 contracts

Samples: Indemnity Agreement (Tumbleweed Software Corp), Indemnity Agreement (Tumbleweed Communications Corp), Indemnity Agreement (Tumbleweed Communications Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time anytime and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 3 contracts

Samples: Board of Directors Retainer Agreement (Sequiam Corp), Board of Directors Retainer Agreement (Sequiam Corp), Board of Directors Retainer Agreement (Bluefire Ethanol Fuels Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director [Officer/Director] of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Form of Indemnity Agreement (Vstream Inc /Co), Indemnity Agreement (Petroleum Place Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director _______________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Indemnity Agreement (Laser Power Corp/Fa), Indemnity Agreement (Medibuy Com Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Indemnity Agreement (Coinstar Inc), Indemnity Agreement (Rouge Wave Software Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Chief Executive Officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Indemnity Agreement (Vari L Co Inc), Indemnity Agreement (Vari L Co Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director _________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Indemnity Agreement (Embark Com Inc), Indemnity Agreement (Clontech Laboratories Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director * of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Indemnity Agreement (Maxim Pharmaceuticals Inc), Indemnity Agreement (Maxim Pharmaceuticals Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director or officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent’s ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Indemnity Agreement (Compellent Technologies Inc), Indemnity Agreement (Reliant Technologies Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as an officer or a director member of the Board of Directors of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 2 contracts

Samples: Indemnity Agreement (CymaBay Therapeutics, Inc.), Indemnity Agreement (Affymax Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Leapfrog Enterprises Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director director, officer or other fiduciary of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his h ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Exar Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is heis duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time anytime and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Agreement (Invision Technologies Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ____________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Organicnet Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director _______________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Elitra Pharmaceuticals Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director [director/officer] of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (ARCA Biopharma, Inc.)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a an officer or director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Wireless Facilities Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director director, officer, or employee of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Siebel Systems Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director an Executive Officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Cypress Bioscience Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a an officer or director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Wind River Systems Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ____________ of the Corporation or as a director, executive officer, other officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Form of Indemnity Agreement (Cortelco Systems Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director President and Chief Executive Officer of the Corporation or as a director, officer director or other fiduciary of the Corporation or an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Cadence Design Systems Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability hisability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time anytime and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Agreement (Invision Technologies Inc)

Services to the Corporation. Agent will serve, at subject to the will terms of the Corporation or under separate contract, if any such contract existsCorporation's Restated Certificate of Incorporation and Bylaws, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Decode Genetics Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his or her ability so long as he or she is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Ardea Biosciences, Inc./De)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director director, officer or other fiduciary of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Exar Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Oplink Communications Inc)

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Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Ixys Corp /De/)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Vice President of Operations of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or of such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Employment Agreement (AirRover Wi-Fi Corp.)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director [Board of the Corporation Director] or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his or her ability so long as he or she is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Akcea Therapeutics, Inc.)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a officer or director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Oz Com)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director [Director][Officer Title] of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Dynamic Materials Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director an [officer/director] of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Idm Pharma, Inc.)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director [job title] of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent’s ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Leapfrog Enterprises Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ______________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Exelixis Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director _______________________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Arterial Vascular Engineering Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Senior Vice President, Corporate Development of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Invision Technologies Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation [Title] or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Isis Pharmaceuticals Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position. 2.

Appears in 1 contract

Samples: Indemnity Agreement (Adobe Systems Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director an executive officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Paradyne Networks Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ______________________________________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Broadvision Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ((Title)) of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Form of Indemnity Agreement (Coral Systems Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ______________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ______________ ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; providedPROVIDED, howeverHOWEVER, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Acadia Pharmaceuticals Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Chief Financial Officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Vari L Co Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director [Officer/Director] of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Genomica Corp /De/)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws Charter Documents or other applicable the charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Sangstat Medical Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ___________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Opentv Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director ______________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his his/her ability so long as he he/she is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Butterfield & Butterfield Auctioneers Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws Charter Documents or other applicable the charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Openwave Systems Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director director/officer of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Titanium Asset Management Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________________________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Dynamic Materials Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director __________ of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his or her ability so long as he or she is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (X10 Wireless Technology Inc)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director Director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents Charter Documents of the Corporation or such affiliateaffiliates; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnification Agreement (Opentv Corp)

Services to the Corporation. Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his Agent's ability so long as he Agent is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

Appears in 1 contract

Samples: Indemnity Agreement (Planetout Inc)

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