Common use of Determination of Good Faith Act or Omission Clause in Contracts

Determination of Good Faith Act or Omission. In the event that SECTION 6.2 is inapplicable with respect to any Proceeding, or any claim, issue or matter therein, the Company shall hold harmless and indemnify the Indemnitee as provided herein unless the Company shall prove by clear and convincing evidence to a forum listed in SECTION 6.4 that the Indemnitee did not act in Good Faith.

Determination of Good Faith Act or Omission. In the event that SECTION Section 6.2 is inapplicable with respect to any Proceeding, or any claim, issue or matter therein, the Company shall hold harmless and indemnify the Indemnitee as provided herein unless the Company shall prove by clear and convincing evidence to a forum listed in SECTION Section 6.4 that the Indemnitee did not act in Good Faith.