Derivative Claims on Behalf of and in Favour of the Company. As to all derivative Claims on behalf of and in favor of the Company, the Company shall indemnify the Indemnitee against all Expenses, provided that no indemnification shall be made as to such derivative Claim to the extent that the Indemnitee has been finally adjudged to be liable to the Company in connection with such Claim or any claim, issue or matter therein, unless and only to the extent that the court in which the Claim was brought shall determine that, despite the adjudication of liability but in view of all the circumstances, the Indemnitee is fairly and reasonably entitled to indemnity for such Expenses which such court shall deem proper.
Appears in 8 contracts
Samples: Indemnification Agreement (Bitzio, Inc.), Indemnification Agreement (Bitzio, Inc.), Indemnification Agreement (Bitzio, Inc.)
Derivative Claims on Behalf of and in Favour of the Company. As to all derivative Claims on behalf of and in favor of the Company, the Company shall indemnify the Indemnitee against all Expenses, provided that no indemnification shall be made as to such derivative Claim to the extent that if the Indemnitee has been finally adjudged to be liable to the Company in connection with such Claim or any claim, issue or matter therein, unless and only to the extent that the court in which the Claim was brought shall determine that, despite the adjudication of liability but in view of all the circumstances, the Indemnitee is fairly and reasonably entitled to indemnity for such Expenses which such court shall deem proper.
Appears in 2 contracts
Samples: Indemnification Agreement (Open Text Corp), Indemnification Agreement (Photowatt Technologies Inc.)
Derivative Claims on Behalf of and in Favour of the Company. As to all derivative Claims on behalf of and in favor favour of the Company, the Company shall indemnify the Indemnitee against all Expenses, provided that no indemnification shall be made as to such derivative Claim to the extent that if the Indemnitee has been finally adjudged to be liable to the Company in connection with such Claim or any claim, issue or matter therein, unless and only to the extent that the court in which the Claim was brought shall determine that, despite the adjudication of liability but in view of all the circumstances, the Indemnitee is fairly and reasonably entitled to indemnity for such Expenses which such court shall deem proper.
Appears in 1 contract
Samples: Indemnification Agreement (Photowatt Technologies Inc.)
