Common use of Claims Initiated by Indemnitee Clause in Contracts

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 42 contracts

Samples: Merger Agreement (Synergy CHC Corp.), Share Exchange Agreement (Peregrine Industries Inc), Merger Agreement (Synergy CHC Corp.)

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Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses Expenses arising under this Agreement, the charter documents of the Company or any subsidiary, Subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses Expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 9 contracts

Samples: Employment Agreement (Nac Global Technologies, Inc.), Indemnification Agreement (xG TECHNOLOGY, INC.), Indemnification Agreement (NXT-Id, Inc.)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings Any Proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or Proceedings brought to establish or enforce a right to indemnification and/or advancement of expenses Expenses arising under this Agreement, the charter documents Certificate of Incorporation, the Company Bylaws or any subsidiary, or any other statute or law or otherwiselaw, but such indemnification or advancement of expenses Expenses may be provided by the Company in specific cases if the Company’s Board finds it to be appropriate; or;

Appears in 9 contracts

Samples: Indemnification Agreement (New Home Co Inc.), Indemnification Agreement (LGI Homes, Inc.), Indemnification Agreement (New Home Co LLC)

Claims Initiated by Indemnitee. To indemnify or advance expenses ------------------------------ to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to ------ proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 7 contracts

Samples: Indemnity Agreement (Oni Systems Corp), Indemnification Agreement (Keynote Systems Inc), Indemnification Agreement (Asymetrix Learning Systems Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except EXCEPT with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 4 contracts

Samples: Indemnification & Liability (Silicon Image Inc), Indemnity Agreement (Adforce Inc), Indemnity Agreement (Gric Communications Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims Claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except (i) with respect to actions or proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company Agreement or any subsidiaryother agreement or insurance policy or under the Company’s Certificate of Incorporation or Memorandum and Articles of Association now or hereafter in effect relating to Claims for Indemnifiable Events, or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company (ii) in specific cases if the Board finds it to be appropriate; orof Directors has approved the initiation or bringing of such Claim;

Appears in 4 contracts

Samples: Shareholder Agreements (LexinFintech Holdings Ltd.), Shareholder Agreement (LexinFintech Holdings Ltd.), Investor's Rights Agreement (Ninetowns Internet Technology Group Co LTD)

Claims Initiated by Indemnitee. To indemnify or advance expenses ------------------------------ to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 3 contracts

Samples: Indemnity Agreement (Dovebid Inc), Indemnity Agreement (Dovebid Inc), Indemnification Agreement (Centaur Pharmaceuticals Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the ------------------------------ Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 3 contracts

Samples: Employment Agreement (Homestore Com Inc), Employment Agreement (Homestore Com Inc), Employment Agreement (Homestore Com Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board of Directors or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate; or

Appears in 3 contracts

Samples: Indemnity Agreement (Concur Technologies Inc), Indemnity Agreement (Keynote Systems Inc), Indemnification & Liability (Hybrid Networks Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of Certificate, the Company or any subsidiaryBylaws, or D&O Insurance, any statute or law or otherwiseotherwise as required under Section 145 as provided in Section 8(f)(i), but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 2 contracts

Samples: Indemnification Agreement (Forestar Group Inc.), Indemnification Agreement (Forestar Group Inc.)

Claims Initiated by Indemnitee. To indemnify or advance ------------------------------ expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with ------ respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 2 contracts

Samples: Indemnification Agreement (Hiway Technologies Inc), Indemnification Agreement (Onsale Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute statue or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 2 contracts

Samples: Indemnity Agreement (North Bay Bancorp/Ca), Indemnification Agreement (North Bay Bancorp/Ca)

Claims Initiated by Indemnitee. To indemnify or advance expenses Expenses to the Indemnitee with respect to proceedings Proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings Proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses Expenses arising under this Agreement, the charter documents of the Company or any subsidiary, Subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses Expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 2 contracts

Samples: Indemnity Agreement (Evans & Sutherland Computer Corp), Indemnity Agreement (Zagg INC)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a any right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents Company’s Certificate of the Company Incorporation or any subsidiaryBylaws, or any other statute or law or otherwiselaw, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate; or;

Appears in 2 contracts

Samples: Indemnification Agreement (Netlogic Microsystems Inc), Indemnification Agreement (Netlogic Microsystems Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the Bylaws or charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnity Agreement (Keynote Systems Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, otherwise (but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate); or

Appears in 1 contract

Samples: Director and Officer Indemnification Agreement (Symetra Financial CORP)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings Proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings Proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnification Agreement (Iec Electronics Corp)

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Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense ("defense" includes contribution or indemnification or proceedings to enforce proportionate fault rules where applicable), except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company Agreement or any subsidiary, or any other statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnity Agreement (Imation Corp)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnification Agreement (Computer Programs & Systems Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses Expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement or advancements of expenses arising Expenses under this Agreement, the charter documents of the Company or any subsidiary, or any statute or law or otherwise, but such indemnification or advancement of expenses Expenses may be provided by the Company in specific cases if the Board of Directors, at its sole discretion, finds it to be appropriate; orb)

Appears in 1 contract

Samples: Indemnification Agreement (Usa Technologies Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or.

Appears in 1 contract

Samples: Indemnification Agreement (Mascoma Corp)

Claims Initiated by Indemnitee. To indemnify or advance expenses to ------------------------------ the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to ------ proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnity Agreement (Homestore Com Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee in connection with respect to proceedings any Proceeding initiated by Indemnitee unless the Company has joined in, or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board has consented to, the initiation of such Proceeding, or brought the Proceeding is one to establish or enforce a right to indemnification and/or advancement of expenses arising rights under this Agreement, the charter documents of the Company Company, Parent or any subsidiaryof their subsidiaries, or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or;

Appears in 1 contract

Samples: Indemnification & Liability (Micro Focus Group Public Limited Company)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by brought in the Board Company's name or brought behalf, or to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company Agreement or any subsidiary, or any other statute or law or otherwise, law; but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriateof Directors has approved the initiation or bringing of such suit; or

Appears in 1 contract

Samples: Indemnification Agreement (Mobility Electronics Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents Company’s Certificate of the Company Incorporation or any subsidiaryBylaws, or any other statute or law or otherwiselaw, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board of Directors finds it to be appropriate; or;

Appears in 1 contract

Samples: Indemnification Agreement (Netlogic Microsystems Inc)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the Bylaws or charter documents of the Company or any subsidiarysubsidiary of the Company, or any statute or law or otherwiseotherwise as required under Section 145, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or

Appears in 1 contract

Samples: Indemnification Agreement (Alliance Semiconductor Corp/De/)

Claims Initiated by Indemnitee. To indemnify or advance expenses to the Indemnitee with respect to proceedings or claims initiated or brought voluntarily by the Indemnitee and not by way of defense, except with respect to proceedings specifically authorized by the Board or brought to establish or enforce a right to indemnification and/or advancement of expenses arising under this Agreement, the charter documents of the Company or any subsidiary, subsidiary or any statute or law or otherwise, but such indemnification or advancement of expenses may be provided by the Company in specific cases if the Board finds it to be appropriate; or;

Appears in 1 contract

Samples: Indemnity Agreement (Diamond Foods Inc)

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