Common use of Additional Indemnity of the Corporation Clause in Contracts

Additional Indemnity of the Corporation. Indemnitee shall be entitled to indemnification pursuant to this Section 2.2 if, by reason of his/her Corporate Status, he/she is, was or is threatened to be made a party to any Proceeding (except to the extent limited by Section 2.3). Pursuant to this Section 2.2, Indemnitee shall be indemnified against judgments, arbitration awards, mediation amounts, penalties, settlements, fines, excise or similar taxes, including excise taxes assessed against him/her with respect to an employee benefit plan, and reasonable Expenses actually incurred by him/her or on his/her behalf in connection with such Proceeding or any Claim therein, if (a) he/she acted in good faith, (b) he/she reasonably believed: (i) in the case of conduct in his/her Official Capacity, that his/her conduct was in the Corporation’s best interests; and (ii) in any other case, that his/her conduct was not opposed to the Corporation’s best interests, and (c) in the case of a criminal Proceeding, he/she did not have a reasonable cause to believe his/her conduct was unlawful. Nothing in this Section 2.2 shall limit the benefits of Section 2.1 or any other Section hereunder.

Additional Indemnity of the Corporation. Indemnitee shall be entitled to indemnification pursuant to this Section 2.2 if, by reason of his/her Corporate Status, he/she is, was or is threatened to be made made, a party to any Proceeding (except to the extent limited by Section 2.3). Pursuant to this Section 2.2, Indemnitee shall be indemnified against judgments, arbitration awards, mediation amounts, penalties, settlementspenalties (including excise and similar taxes), fines, excise or similar taxes, including excise taxes assessed against him/her with respect to an employee benefit plan, settlements and reasonable Expenses actually incurred by him/her or on his/her behalf in connection with such Proceeding or any Claim therein, if (a) he/she acted conducted himself/herself in good faith, (b) he/she reasonably believed: (i) in the case of conduct in his/her Official Capacity, that his/her conduct was in the Corporation’s best interests; and (ii) in any all other casecases, that his/her conduct was at least not opposed to the Corporation’s best interests, and (c) in the case of a any criminal Proceeding, he/she did not have a had no reasonable cause to believe his/her conduct was unlawful. Nothing in this Section 2.2 shall limit the benefits of Section 2.1 or any other Section hereunder.

Additional Indemnity of the Corporation. Indemnitee shall be entitled to indemnification pursuant to this Section 2.2 if, by reason of his/her Corporate Status, he/she is, was or is threatened to be made made, a party to any Proceeding (except to the extent limited by Section 2.3). Pursuant to this Section 2.2, Indemnitee shall be indemnified against judgments, arbitration awards, mediation amounts, penalties, settlementspenalties (including excise and similar taxes), fines, excise or similar taxes, including excise taxes assessed against him/her with respect to an employee benefit plan, settlements and reasonable Expenses actually incurred by him/her or on his/her behalf in connection with such Proceeding or any Claim therein, if (a) he/she acted conducted himself/herself in good faith, (b) he/she reasonably believed: (i) in the case of conduct in his/her Official Capacity, that his/her conduct was in the Corporation’s 's best interests; and (ii) in any all other casecases, that his/her conduct was at least not opposed to the Corporation’s 's best interests, and (c) in the case of a any criminal Proceeding, he/she did not have a had no reasonable cause to believe his/her conduct was unlawful. Nothing in this Section 2.2 shall limit the benefits of Section 2.1 or any other Section hereunder.

Additional Indemnity of the Corporation. Indemnitee shall be entitled to indemnification pursuant to this Section 2.2 3.2 if, by reason of his/her his Corporate Status, he/she he is, was or is threatened to be made made, a party to any Proceeding (except to the extent limited by Section 2.33.3). Pursuant to this Section 2.23.2, Indemnitee shall be indemnified against Expenses, judgments, arbitration awards, mediation amounts, penalties, settlements, fines, penalties (including excise or similar taxes), including excise taxes assessed against him/her with respect to an employee benefit plan, fines and reasonable Expenses amounts paid in settlement actually and reasonably incurred by him/her him or on his/her his behalf in connection with such Proceeding or any Claim therein, including but not limited to special, indirect, incidental, consequential, treble, additional, punitive or exemplary damages if (a1) he/she acted he conducted himself in good faith, ; (b2) he/she he reasonably believed: (ia) in the case of conduct in his/her Official Capacityhis official capacity, that his/her his conduct was in the Corporation’s 's best interestsinterest; and (iib) in any all other casecases, that his/her his conduct was at least not opposed to the Corporation’s 's best interestsinterests and, and (c3) in the case of a any criminal Proceeding, he/she did not have a had no reasonable cause to believe his/her his conduct was unlawful. Nothing in this Section 2.2 3.2 shall limit the benefits of Section 2.1 3.1 or any other Section hereunder.

Additional Indemnity of the Corporation. Indemnitee shall be entitled to indemnification pursuant to this Section 2.2 if, by reason of his/her Corporate Status, he/she is, was or is threatened to be made a party to any Proceeding (except to the extent limited by Section 2.3). Pursuant to this Section 2.2, Indemnitee shall be indemnified against judgments, arbitration awards, mediation amounts, penalties, settlements, fines, excise or similar taxes, including excise taxes assessed against him/her with respect to an employee benefit plan, and reasonable Expenses actually incurred by him/her or on his/her behalf in connection with such Proceeding or any Claim therein, if (a) he/she acted in good faith, (b) he/she reasonably believed: (i) in the case of conduct in his/her Official Capacity, that his/her conduct was in the Corporation’s best interests; and (ii) in any other case, that his/her conduct was not opposed to the Corporation’s best interests, and (c) in the case of a criminal Proceeding, he/she did not have a reasonable cause to believe his/her conduct was unlawful. Nothing in this Section 2.2 shall limit the benefits of Section 2.1 or any other Section hereunder.