Determination of Good Faith Act or Omission. In the event that Section VI.B above is inapplicable, the Company shall also hold harmless and indemnify the Indemnitee unless the Company proves by clear and convincing evidence to a forum listed in Section VI.D below that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were not Good Faith Act(s) or Omission(s).
Appears in 14 contracts
Samples: Form of Indemnification Agreement (CNL Strategic Capital, LLC), Indemnification Agreement (CNL Healthcare Properties, Inc.), Form of Indemnification Agreement (CNL Healthcare Properties II, Inc.)
Determination of Good Faith Act or Omission. In the event that Section VI.B above 6.2 is inapplicable, the Company also shall also hold harmless and indemnify the Indemnitee unless the Company proves shall prove by clear and convincing evidence to a forum listed in Section VI.D 6.4 below that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were not Good Faith Act(s) or Omission(s).
Appears in 6 contracts
Samples: Indemnification Agreement (Dividend Capital Total Realty Trust Inc.), Indemnification Agreement (Industrial Income Trust Inc.), Indemnification Agreement (Income Property Trust of the Americas Inc.)
Determination of Good Faith Act or Omission. In the event that Section VI.B above VI.B. is inapplicable, the Company also shall also hold harmless and indemnify the Indemnitee unless the Company proves shall prove by clear and convincing evidence to a forum listed in Section VI.D VI.D. below that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were not Good Faith Act(s) or Omission(s).
Appears in 4 contracts
Samples: Indemnification Agreement (CNL Hospitality Properties II, Inc.), Indemnification Agreement (CNL Income Properties Inc), Indemnification Agreement (CNL Hotels & Resorts, Inc.)
Determination of Good Faith Act or Omission. In the event that Section VI.B above is inapplicable, the Company shall also hold harmless and indemnify the Indemnitee unless the Company proves by clear and convincing evidence to a forum listed in Section VI.D below that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were not Good Faith Act(s) or Omission(s).in
Appears in 2 contracts
Samples: Indemnification Agreement (Macquarie CNL Global Income Trust, Inc.), Indemnification Agreement (CNL Macquarie Global Income Trust, Inc.)
Determination of Good Faith Act or Omission. In the event that ------------------------------------------- Section VI.B above 6.2 is inapplicableinapplicable with respect to any Proceeding, or any claim, issue or matter therein, the Company shall also hold harmless and indemnify the Indemnitee as provided herein unless the Company proves shall prove by clear and convincing evidence to a forum listed in Section VI.D below 6.4 that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were did not act in Good Faith Act(s) or Omission(s)Faith.
Appears in 2 contracts
Samples: Indemnification Agreement (Primal Solutions Inc), 12 Indemnification Agreement (Primal Solutions Inc)
Determination of Good Faith Act or Omission. In the event that Section VI.B VI.B. above is inapplicable, the Company shall also hold harmless and indemnify the Indemnitee unless the Company proves by clear and convincing evidence to a forum listed in Section VI.D Independent Counsel as provided for below that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were not Good Faith Act(s) or Omission(s).
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Determination of Good Faith Act or Omission. In the event that Section VI.B above VI.B. is inapplicable, the Company also shall also hold harmless and indemnify the Indemnitee unless the Company proves shall prove by clear and convincing evidence to a forum listed in Section VI.D below that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were not Good Faith Act(s) or Omission(s).
Appears in 1 contract
Samples: Indemnification Agreement (CNL Retirement Properties Inc)
Determination of Good Faith Act or Omission. In the event that Section VI.B VI.B. above is inapplicable, the Company shall also hold harmless and indemnify the Indemnitee unless the Company proves by clear and convincing evidence to a forum listed in Section VI.D VI.D. below that the act(s) or omission(s) of the Indemnitee giving rise to the Proceeding were not Good Faith Act(s) or Omission(s).
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