Common use of Claim by Indemnitee Clause in Contracts

Claim by Indemnitee. With respect to any claim (whether an original claim, counterclaim, cross-claim or third party claim) brought or made by Indemnitee in a Proceeding, unless the bringing or making of such claim shall have been approved or ratified by the Board, or been joined by the Company; provided, however, that the foregoing shall not apply following a Change in Control to any claim brought or made by Indemnitee to enforce a right of Indemnitee under this Agreement, the Amended Articles of Incorporation or the Regulations of the Company, a policy of insurance maintained by the Company for the benefit of Indemnitee, or any other agreement now or hereafter in effect relating to the protection of Indemnitee against exposure to unreasonable personal risk arising from Indemnitee’s service and activities on behalf of the Company.

Appears in 2 contracts

Samples: Indemnification Agreement (Worthington Industries Inc), Indemnification Agreement (Worthington Industries Inc)

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Claim by Indemnitee. With respect to any claim (whether an original claim, counterclaim, cross-claim or third party claim) brought or made by Indemnitee in a Proceeding, unless the bringing or making of such claim shall have been approved or ratified by the Board, or been joined by the Company; provided, however, that the foregoing shall not apply following a Change in Control to any claim brought or made by Indemnitee to enforce a right of Indemnitee under this Agreement, the Amended Articles of Incorporation or the Regulations of the Company, a policy of insurance maintained by the Company for the benefit of Indemnitee, or any other agreement now or hereafter in effect relating to the protection of the Indemnitee against exposure to unreasonable personal risk arising from Indemnitee’s service and activities on behalf of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (Worthington Steel, Inc.)

Claim by Indemnitee. With respect to any claim (whether an original claim, counterclaim, cross-claim or third party claim) brought or made by Indemnitee in a Proceeding, unless the bringing or making of such claim shall have been approved or ratified by the Board, or been joined by the Company; provided, however, that the foregoing shall not apply following a Change in Control to any claim brought or made by Indemnitee to enforce a right of Indemnitee under this Agreement, the Amended Articles of Incorporation or the Regulations of the Company, a policy of insurance maintained by the Company for the benefit of Indemnitee, or any other agreement now or hereafter in effect relating to the protection of Indemnitee against exposure to unreasonable personal risk arising from Indemnitee’s service and activities on behalf bbhalf of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (Worthington Steel, Inc.)

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Claim by Indemnitee. With respect to any claim (whether an original claim, counterclaim, cross-claim or third party claim) brought or made by Indemnitee in a Proceeding, unless the bringing or making of such claim shall have been approved or ratified by the Board, or been joined by the Company; provided, however, that the foregoing shall not apply following a Change in Control to any claim brought or made by Indemnitee to enforce a right of the Indemnitee under this Agreement, the Amended Articles Certificate of Incorporation or the Regulations Bylaws of the Company, a policy of insurance maintained by the Company for the benefit of Indemnitee, or any other agreement now or hereafter in effect relating to the protection of Indemnitee against exposure to unreasonable personal risk arising from Indemnitee’s service and activities on behalf of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (Dominion Homes Inc)

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