Continued Indemnification. The indemnification provisions for Officers and Directors under the Corporation's bylaws and Directors and Officers Liability Insurance shall (to the maximum extent permitted by law) be extended to the Executive during the period following his resignation or termination of employment for any reason (other than a Termination for Cause), whether or not in connection with a Change in Control, with respect to all matters, events or transactions occurring or effected during the Executive's period of employment with the Corporation.
Continued Indemnification. The indemnification provisions for Officers and Directors under the Company’s bylaws, the Directors and Officers Liability Insurance Policy (if any) and any Indemnification Agreement between you and the Company shall (to the maximum extent permitted by law) be extended to you during the period following your resignation or termination of employment for any reason (other than a Termination for Cause), whether or not in connection with a Change in Control, with respect to all matters, events or transactions occurring or effected during your period of employment with the Company.
Continued Indemnification. During the term of and after the expiration of this Agreement, Company shall continue to indemnify Executive, who is or may be in the future a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of the fact that Executive is or was a director, officer or employee of the company, or is or was serving at the request of the company as a director, trustee, officer, member, or employee of another corporation, domestic or foreign, non-profit or for profit, partnership, joint venture, trust or other enterprise against expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred in connection with such action, suit or proceeding, to the extent and under the circumstances permitted by the Company's charter and by-laws as they are in effect.
Continued Indemnification. The Executive shall continue to be indemnified to the fullest extent permitted under applicable law and pursuant to the corporate governance documents of the Company and of any other member of the Company Group in accordance with their terms as in effect from time to time for actions and omissions by the Executive occurring during his tenure as an officer and/or director of any member of the Company Group. The Company agrees that for purposes of this Section 2(h) it (or any member of the Company Group, as the case may be) shall interpret and/or apply any provision of applicable law or any corporate governance document relating to indemnification (including advancement of expenses) with respect to the Executive in a manner consistent with how such provisions are interpreted and applied by the Company (or the relevant member of the Company Group) to then active senior executives of the Company or of the relevant member of the Company Group. The Executive shall continue to be covered under the Company’s directors’ and officers’ liability insurance policies in effect from time to time to the same extent he would have been covered if he were employed when a claim is made. The Executive agrees to promptly notify the Company of any claims made against the Executive in his capacity as a former officer, employee and director of the Company or any other member of the Company Group.
Continued Indemnification. The indemnification obligations under this Article will continue as to each Indemnitee who has ceased to serve in the capacity that entitled such Indemnitee to indemnification under this Article.
Continued Indemnification. On and after the Termination Date, the Company shall continue to indemnify Stuelpe to the full extent permitted by law against liability claims arising out of his activities as an employee or director of the Company at any time and to provide him with continued coverage in respect of such claims under any Directors and Officers insurance policy the Company maintains to the maximum extent any Company officer or director is covered.
Continued Indemnification. The Executive shall continue to be indemnified to the fullest extent permitted under applicable laws, rules and regulations and the corporate governance documents of the Company and any other member of the Company Group in accordance with their terms. The Company agrees that for purposes of this Section 2(g) it (or any member of the Company Group, as the case may be) shall interpret and/or apply any provision of applicable law or any corporate governance document relating to indemnification (including advancement of expenses) with respect to the Executive in a manner consistent with how such provisions are interpreted and applied by the Company (or the relevant member of the Company Group) to then active senior officers of the Company or of the relevant member of the Company Group. The Executive shall continue to be covered under the Company's directors' and officers' liability insurance policies in effect from time to time to the same extent he would have been covered if he were employed when a claim is made. The Executive agrees to promptly notify the Company of any claims made against the Executive in his capacity as a former officer/employee of the Company or any other member of the Company Group.
Continued Indemnification. The benefits of the indemnification and advancement-of-expenses provisions for officers and directors under the Company’s certificate of incorporation, bylaws, directors and officers liability insurance policy (if any) and any indemnification agreement between you and the Company shall (to the maximum extent permitted by law) be extended to you during the period following your resignation or termination of employment for any reason, whether or not in connection with a Change in Control, with respect to all acts or omissions occurring during your period of employment with the Company. Notwithstanding any provisions of this Agreement to the contrary, this Section 2 shall survive, with respect to all acts or omissions occurring during your period of employment with the Company, the Termination Date and any such resignation or termination of employment for a period of six years; provided, however, that if any claim is asserted or made within such six-year period, all rights under this Section 2 shall continue until disposition of such claim.
Continued Indemnification. (a) You shall continue to be entitled to indemnification hereunder, even though you may no longer be acting in an Indemnified Capacity.
(b) You and your advisors shall at all times be entitled to review during regular business hours all documents, records and other information with respect to the Corporation or any entity in which you acted in an Indemnified Capacity which are under the Corporation's control and which may be reasonably necessary in order to defend yourself against any Proceeding that relates to, arises from or is based on your discharge of your duties in an Indemnified Capacity, provided that you shall maintain all such information in strictest confidence except to the extent necessary for your defence. This Section 5(b) shall not apply where the Proceeding is initiated by the Corporation or any of its subsidiaries nor shall it apply where the review by you and/or your advisors of any such documents, records or other information would, in the opinion of legal counsel to the Corporation, cause the Corporation (or any entity in which you acted in an Indemnified Capacity) to lose its entitlement to claim privilege with respect to the disclosure of same in any proceeding in any jurisdiction.
Continued Indemnification. This Agreement shall not affect the Company’s continuing obligation to indemnify Executive for her acts as an officer or director of the Company or any other Company entity in accordance with the bylaws of the Company and the policies and procedures of the Company that are presently in effect on the Effective Date of this Agreement, and the Company shall continue to indemnify Executive for her acts as an officer or director of the Company or any other Company entity in accordance with the bylaws of the Company and the policies and procedures of the Company that are presently in effect on the Effective Date of this Agreement applicable to all directors and executive officers of the Company.
