Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director shall be subject to any possible Proceeding by reason of the fact that he or she is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ prior written notice to the Director, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director more than 90 days after such notice is actually received by the Director. If this Agreement is terminated or withdrawn, the Director shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director and his or her spouse, assigns, heirs, devisees, executors, administrators and other legal representatives whether or not the Director has ceased to be a director of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 6 contracts
Samples: Indemnification Agreement (Federal Home Loan Bank of San Francisco), Indemnification Agreement (Federal Home Loan Bank of San Francisco), Indemnification Agreement (Federal Home Loan Bank of San Francisco)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director Officer shall be subject to any possible Proceeding by reason of the fact that he or she is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ prior written notice to the DirectorOfficer, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director more than 90 days after such notice is actually received by the DirectorOfficer. If this Agreement is terminated or withdrawn, the Director Officer shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director Officer and his or her spouse, assigns, heirs, devisees, executors, administrators administrators, and other legal representatives whether or not the Director Officer has ceased to be a director an officer of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 2 contracts
Samples: Indemnification Agreement (Federal Home Loan Bank of Dallas), Indemnification Agreement (Federal Home Loan Bank of Dallas)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director Officer shall be subject to any possible Proceeding by reason of the fact that he or she is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ prior written notice to the DirectorOfficer, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director Officer more than 90 days after such notice is actually received by the DirectorOfficer. If this Agreement is terminated or withdrawn, the Director Officer shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director Officer prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director Officer and his or her spouse, assigns, heirs, devisees, executors, administrators and other legal representatives whether or not the Director Officer has ceased to be a director an officer of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 2 contracts
Samples: Indemnification Agreement (Federal Home Loan Bank of San Francisco), Indemnification Agreement (Federal Home Loan Bank of San Francisco)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director Officer shall be subject to any possible Proceeding by reason of the fact that he or she is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ days prior written notice to the DirectorOfficer, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director more than 90 days after such notice is actually received by the DirectorOfficer. If this Agreement is terminated or withdrawn, the Director Officer shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director Officer and his or her spouse, assigns, heirs, devisees, executors, administrators administrators, and other legal representatives whether or not the Director Officer has ceased to be a director an officer of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s 's business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 1 contract
Samples: Indemnification Agreement (Federal Home Loan Bank of San Francisco)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director shall be subject to any possible Proceeding by reason of the fact that he or she the Director is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ prior written notice to the Director, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director more than 90 days after such notice is actually received by the Director. If this Agreement is terminated or withdrawn, the Director shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director and his or her the Director’s spouse, assigns, heirs, devisees, executors, administrators administrators, and other legal representatives whether or not the Director has ceased to be a director of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 1 contract
Samples: Indemnification Agreement (Federal Home Loan Bank of Dallas)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director Officer shall be subject to any possible Proceeding by reason of the fact that he or she is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ prior written notice to the DirectorOfficer, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director Officer more than 90 days after such notice is actually received by the DirectorOfficer. If this Agreement is terminated or withdrawn, the Director Officer shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director Officer prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director Officer and his or her spouse, assigns, heirs, devisees, ‑ 5 ‑ executors, administrators and other legal representatives whether or not the Director Officer has ceased to be a director officer of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 1 contract
Samples: Indemnification Agreement (Federal Home Loan Bank of San Francisco)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director shall be subject to any possible Proceeding by reason of the fact that he or she is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ prior written notice to the Director, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director more than 90 days after such notice is actually received by the Director. If this Agreement is terminated or withdrawn, the Director shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director and his or her spouse, assigns, heirs, devisees, executors, administrators and other legal representatives whether or not the Director has ceased to be a director of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets Effective November 5, 2018 5 expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 1 contract
Samples: Indemnification Agreement (Federal Home Loan Bank of San Francisco)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director Officer shall be subject to any possible Proceeding by reason of the fact that he or she the Officer is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ prior written notice to the DirectorOfficer, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director more than 90 days after such notice is actually received by the DirectorOfficer. If this Agreement is terminated or withdrawn, the Director Officer shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director Officer and his or her the Officer’s spouse, assigns, heirs, devisees, executors, administrators administrators, and other legal representatives whether or not the Director Officer has ceased to be a director an officer of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 1 contract
Samples: Indemnification Agreement (Federal Home Loan Bank of Dallas)
Duration and Scope of Agreement; Binding Effect. This Agreement shall continue so long as the Director Officer shall be subject to any possible Proceeding by reason of the fact that he or she is or was an Agent and shall be applicable to Proceedings commenced or continued after execution of the Agreement, except that the Agreement may be terminated or withdrawn by the Bank upon 90 days’ days prior written notice to the DirectorOfficer, but then only as to Proceedings arising out of acts taken or failed to be taken by the Director more than 90 days after such notice is actually received by the DirectorOfficer. If this Agreement is terminated or withdrawn, the Director Officer shall nevertheless be fully entitled to the indemnification provided by this Agreement as to all actions taken or failed to be taken by the Director prior to the expiration of such 90 days. This Agreement shall be binding upon the Bank and its successors and assigns and shall inure to the benefit of the Director Officer and his or her spouse, assigns, heirs, devisees, executors, administrators administrators, and other legal representatives whether or not the Director Officer has ceased to be a director an officer of the Bank. The Bank shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all or substantially all of the Bank’s business or assets expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform if no such succession had taken place.
Appears in 1 contract
Samples: Indemnification Agreement (Federal Home Loan Bank of San Francisco)