Common use of Determination of Right of Indemnification Clause in Contracts

Determination of Right of Indemnification. Any indemnification under Sections 1(a) and (b) shall be made by the Corporation only if authorized in the specific case, upon a determination that indemnification of Indemnitee is proper in the circumstances because Indemnitee has met the applicable standard of conduct set forth above in Sections 1(a) and (b) by any of the following: (i) A majority vote of a quorum of the Corporation’s board of directors consisting of directors who are not parties to such proceeding; or

Determination of Right of Indemnification. Any indemnification under Sections 1(a) and (b) shall be made by the Corporation Bank only if authorized in the specific case, upon a determination that indemnification of Indemnitee is proper in the circumstances because Indemnitee has met the applicable standard of conduct set forth above in Sections 1(a) and (b) by any of the following: (i) A majority vote of a quorum of the Corporation’s board of directors consisting of directors who are not parties to such proceeding; or