Common use of D&O Insurance and Indemnification Clause in Contracts

D&O Insurance and Indemnification. (a) Subject to the limits of applicable federal banking law and regulations, Horizon shall indemnify and hold harmless (including the advancement of expenses as incurred) each present and former director and officer of WBKC and its Subsidiaries, including Wolverine Bank (each, an “Indemnified Party”) for a period of six (6) years following the Effective Time, against any costs or expenses (including reasonable attorneys’ fees), judgments, fines, losses, claims, damages, or liabilities incurred in connection with any claim, action, suit, proceeding, or investigation, whether civil, criminal, administrative, or investigative, arising out of or pertaining to matters existing or occurring at or prior to the Effective Time, whether asserted or claimed prior to, at or after the Effective Time, to the same extent (and subject to the making of the same findings as to eligibility for such indemnification and/or advancement of expenses) that such Indemnified Party would have been indemnified (or entitled to advancement of expenses) as a director or officer of WBKC or any of its Subsidiaries under applicable law or WBKC’s, or any such Subsidiaries’, articles of incorporation or bylaws as in effect as of the date of this Agreement.

D&O Insurance and Indemnification. (a) Subject to the limits of applicable federal banking law and regulations, Horizon shall indemnify and hold harmless (including the advancement of expenses as incurred) each present and former director and officer of WBKC Peoples and its Subsidiaries, including Wolverine Peoples Bank (each, an “Indemnified Party”) for a period of six (6) years following the Effective Time, against any costs or expenses (including reasonable attorneys’ fees), judgments, fines, losses, claims, damages, damages or liabilities incurred in connection with any claim, action, suit, proceeding, proceeding or investigation, whether civil, criminal, administrative, administrative or investigative, arising out of or pertaining to matters existing or occurring at or prior to the Effective Time, whether asserted or claimed prior to, at or after the Effective Time, to the same extent (and subject to the making of the same findings as to eligibility for such indemnification and/or advancement of expenses) that such Indemnified Party would have been indemnified (or entitled to advancement of expenses) as a director or officer of WBKC Peoples or any of its Subsidiaries under applicable Indiana law or WBKC’s, Peoples’ or any such Subsidiaries’, ’ articles of incorporation or bylaws as in effect as of the date of this Agreement.

D&O Insurance and Indemnification. (a) Subject to the limits of applicable federal banking law and regulations, Horizon shall indemnify and hold harmless (including the advancement of expenses as incurred) each present and former director and officer of WBKC LPB and its Subsidiaries, including Wolverine Bank LPSB (each, an “Indemnified Party”) for a period of six (6) years following the Effective Time, against any costs or expenses (including reasonable attorneys’ fees), judgments, fines, losses, claims, damages, damages or liabilities incurred in connection with any claim, action, suit, proceeding, proceeding or investigation, whether civil, criminal, administrative, administrative or investigative, arising out of or pertaining to matters existing or occurring at or prior to the Effective Time, whether asserted or claimed prior to, at or after the Effective Time, to the same extent (and subject to the making of the same findings as to eligibility for such indemnification and/or advancement of expenses) that such Indemnified Party would have been indemnified (or entitled to advancement of expenses) as a director or officer of WBKC LPB or any of its Subsidiaries under applicable law or WBKCLPB’s, or any such Subsidiaries’, articles of incorporation or bylaws as in effect as of the date of this Agreement.

D&O Insurance and Indemnification. (a) Subject to the limits of applicable federal banking law and regulations, Horizon NWIN shall indemnify and hold harmless (including the advancement of expenses as incurred) each present and former director and officer of WBKC First Personal and its Subsidiaries, including Wolverine Bank FPB (each, an “First Personal Indemnified Party”) for a period of six (6) years following the Effective Time, Time against any costs or expenses (including reasonable attorneys’ fees), judgments, fines, losses, claims, damages, or liabilities incurred in connection with any claim, action, suit, proceeding, or investigation, whether civil, criminal, administrative, or investigative, arising out AGREEMENT AND PLAN OF MERGER PAGE 52 of or pertaining to matters existing or occurring at or prior to the Effective Time, whether asserted or claimed prior to, at at, or after the Effective Time, to the same extent (and subject to the making of the same findings as to eligibility for such indemnification and/or advancement of expenses) that such First Personal Indemnified Party would have been indemnified (or entitled to advancement of expenses) as a director or officer of WBKC First Personal or any of its Subsidiaries under applicable Delaware law or WBKC’s, First Personal’s or any such Subsidiaries’, ’ certificate or articles of incorporation or bylaws as in effect as of the date of this Agreement.

D&O Insurance and Indemnification. (a) Subject to the limits of applicable federal banking law and regulations, Horizon NWIN shall indemnify and hold harmless (including the advancement of expenses as incurred) each present and former director and officer of WBKC AJSB and its Subsidiaries, including Wolverine AJS Bank (each, an “AJSB Indemnified Party”) for a period of six (6) years following the Effective Time, against any costs or expenses (including reasonable attorneys’ fees), judgments, fines, losses, claims, damages, or liabilities incurred in connection with any claim, action, suit, proceeding, or investigation, whether civil, criminal, administrative, or investigative, arising out of or pertaining to matters existing or occurring at or prior to the Effective Time, whether asserted or claimed prior to, at at, or after the Effective Time, to the same extent (and subject to the making of the same findings as to eligibility for such indemnification and/or advancement of expenses) that such AJSB Indemnified Party would have been indemnified (or entitled to advancement of expenses) as a director or officer of WBKC AJSB or any of its Subsidiaries under applicable Maryland law or WBKC’s, AJSB’s or any such Subsidiaries’, ’ charter or articles of incorporation or bylaws as in effect as of the date of this Agreement.

D&O Insurance and Indemnification. (a) Subject to the limits of applicable federal banking law and regulations, Horizon FNWD shall indemnify and hold harmless (including the advancement of expenses as incurred) each present and former director and officer of WBKC RYFL and its Subsidiaries, including Wolverine Royal Bank (each, an “RYFL Indemnified Party”) for a period of six (6) years following the Effective Time, against any costs or expenses (including reasonable attorneys’ fees), judgments, fines, losses, claims, damages, or liabilities incurred in connection with any claim, action, suit, proceeding, or investigation, whether civil, criminal, administrative, or investigative, arising out of or pertaining to matters existing or occurring at or prior to the Effective Time, whether asserted or claimed prior to, at at, or after the Effective Time, to the same extent (and subject to the making of the same findings as to eligibility for such indemnification and/or advancement of expenses) that such RYFL Indemnified Party would have been indemnified for (or entitled to advancement of expenses) as a director or officer of WBKC RYFL or any of its Subsidiaries under applicable Delaware law or WBKC’s, RYFL’s or any such Subsidiaries’, ’ certificate or articles of incorporation or bylaws as in effect as of the date of this Agreement.

D&O Insurance and Indemnification. (aj) Subject to the limits of applicable federal banking law and regulations, Horizon shall indemnify and hold harmless (including the advancement of expenses as incurred) each present and former director and officer of WBKC LPB and its Subsidiaries, including Wolverine Bank LPSB (each, an “Indemnified Party”) for a period of six (6) years following the Effective Time, against any costs or expenses (including reasonable attorneys’ fees), judgments, fines, losses, claims, damages, damages or liabilities incurred in connection with any claim, action, suit, proceeding, proceeding or investigation, whether civil, criminal, administrative, administrative or investigative, arising out of or pertaining to matters existing or occurring at or prior to the Effective Time, whether asserted or claimed prior to, at or after the Effective Time, to the same extent (and subject to the making of the same findings as to eligibility for such indemnification and/or advancement of expenses) that such Indemnified Party would have been indemnified (or entitled to advancement of expenses) as a director or officer of WBKC LPB or any of its Subsidiaries under applicable law or WBKCLPB’s, or any such Subsidiaries’, articles of incorporation or bylaws as in effect as of the date of this Agreement.