Common use of Determination That Indemnification Is Proper Clause in Contracts

Determination That Indemnification Is Proper. Any indemnification hereunder shall (unless otherwise ordered by a court) be made by the Company unless a determination is made that indemnification of such person is not proper in the circumstances because he or she has not met the applicable standard of conduct set forth in Section 1(b) hereof. Any such determination shall be made:

Determination That Indemnification Is Proper. Any (a) Except as provided in Section 11.05(b), any indemnification hereunder shall under Section 11.01 (unless otherwise ordered by a court) shall be made by the Company unless Corporation only as authorized in the specific case upon a determination is made that indemnification of such the person is not proper in the circumstances because he or she the person has not met the applicable standard of conduct set forth provided by applicable law, and upon an evaluation of the reasonableness of expenses and amounts paid in Section 1(b) hereofsettlement. Any such The determination and evaluation shall be mademade in any of the following ways:

Determination That Indemnification Is Proper. Any indemnification hereunder shall (under Section 1 or Section 2 of this Article V, unless otherwise ordered by a court) , shall be made by the Company unless corporation only as authorized in the specific case upon a determination is made that indemnification of such person the director, officer, employee or agent is not proper in the circumstances because he or she has not met under the applicable standard of conduct set forth in such Section 1(b) hereof1 or Section 2 of this Article V, as the case may be. Any such Such determination shall be made:

Determination That Indemnification Is Proper. Any indemnification hereunder shall (unless otherwise ordered by a court) be made by the Company Corporation unless a determination is made that indemnification of such person is not proper in the circumstances because he or she has not met the applicable standard of conduct set forth in Section 1(b2(b) hereof. Any such determination shall be made:

Determination That Indemnification Is Proper. Any indemnification hereunder shall (unless otherwise ordered by a court) be made by the Company Corporation unless a determination is made that indemnification of such person is not proper in the circumstances because he or she has not met the applicable standard of conduct set forth in Section 1(b) hereof. Any such determination determination, if any, shall be made:made (i) by Independent Legal Counsel, or (ii) by a court of competent jurisdiction.

Determination That Indemnification Is Proper. (a) Any indemnification hereunder shall (unless otherwise ordered by a court) be made by the Company Corporation unless a determination is made that indemnification of such person is not proper in the circumstances because he or she has not met the applicable standard of conduct set forth in Section 1(b) hereof. Any such determination shall be made:made by a court of competent jurisdiction.

Determination That Indemnification Is Proper. Any indemnification hereunder shall (unless otherwise ordered by a court) be made by the Company Corporation unless a determination is made that indemnification of such person is not proper in the circumstances because he or she has not met the applicable standard of conduct set forth in Section 1(b) hereof. Any such determination shall be made:made (i) by a majority vote of the directors who are not parties to the action, suit or proceeding in question (“disinterested directors”), even if less than a quorum,