Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent of the Company. (b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute therefore, nor diminish or abrogate any rights of Indemnitee thereunder.
Appears in 120 contracts
Samples: Indemnification Agreement (Solaris Oilfield Infrastructure, Inc.), Indemnification Agreement (Granite Ridge Resources, Inc.), Indemnification Agreement (Granite Ridge Resources, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 99 contracts
Samples: Indemnification Agreement (Siga Technologies Inc), Indemnification Agreement (AtlasClear Holdings, Inc.), Indemnification Agreement (Chavant Capital Acquisition Corp.)
Enforcement. (a) The Company Corporation expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent of the CompanyCorporation, and the Company Corporation acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent of the CompanyCorporation.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute therefore, nor diminish or abrogate any rights of Indemnitee thereunder.
Appears in 87 contracts
Samples: Indemnification Agreement (Via Renewables, Inc.), Indemnification Agreement (Ramaco Resources, Inc.), Indemnification Agreement (Ramaco Resources, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 74 contracts
Samples: Indemnification Agreement (Triller Corp.), Director Indemnification Agreement (Dianthus Therapeutics, Inc. /DE/), Director Indemnification Agreement (Sagimet Biosciences Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 61 contracts
Samples: Officer Indemnification Agreement (Sagimet Biosciences Inc.), Officer Indemnification Agreement (Pardes Biosciences, Inc.), Officer Indemnification Agreement (Amylyx Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 53 contracts
Samples: Indemnification Agreement (Xtant Medical Holdings, Inc.), Indemnification Agreement (Sitio Royalties Corp.), Indemnification Agreement (MN8 Energy, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Bylaws, any directors’ and officers’ insurance maintained by the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 38 contracts
Samples: Indemnification Agreement (OneWater Marine Inc.), Indemnification Agreement (OneWater Marine Inc.), Indemnification Agreement (Focus Financial Partners Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to [serve or continue to serve] as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 28 contracts
Samples: Director Indemnification Agreement (Q32 Bio Inc.), Indemnification Agreement (Astera Labs, Inc.), Director Indemnification Agreement (Frequency Therapeutics, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 28 contracts
Samples: Indemnification Agreement (Zeo Energy Corp.), Indemnification Agreement (ESGEN Acquisition Corp), Indemnification Agreement (Zoomcar Holdings, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationIncorporation of the Company, the Bylaws By-laws of the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 27 contracts
Samples: Indemnification Agreement (Synta Pharmaceuticals Corp), Indemnification Agreement (Caesars Acquisition Co), Indemnification Agreement (Geron Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws By-laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 26 contracts
Samples: Indemnification Agreement (EyePoint Pharmaceuticals, Inc.), Indemnification Agreement (EyePoint Pharmaceuticals, Inc.), Indemnification Agreement (EyePoint Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor diminish or abrogate any rights of Indemnitee thereunder.
Appears in 21 contracts
Samples: Indemnification Agreement (Ranger Energy Services, Inc.), Indemnification Agreement (Ranger Energy Services, Inc.), Indemnification Agreement (Ranger Energy Services, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws By-laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 21 contracts
Samples: Indemnification Agreement, Indemnification Agreement (Xtant Medical Holdings, Inc.), Indemnification Agreement (Apellis Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Bylaws, any directors’ and officers’ insurance maintained by the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 18 contracts
Samples: Indemnification Agreement (Acasti Pharma Inc.), Indemnification Agreement (Fly-E Group, Inc.), Indemnification Agreement (UL Solutions Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Articles and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 16 contracts
Samples: Indemnification Agreement (Waldencast PLC), Indemnification Agreement (Waldencast PLC), Indemnification Agreement (Waldencast PLC)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable lawApplicable Law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 12 contracts
Samples: Indemnification Agreement (Job Aire Group Inc.), Indemnification Agreement (Job Aire Group Inc.), Indemnification Agreement (Job Aire Group Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 9 contracts
Samples: Indemnification Agreement (Chiasma, Inc), Indemnification Agreement (Control4 Corp), Indemnification Agreement (Bluebird Bio, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Bylaws, any directors’ and officers’ insurance maintained by the Company and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 9 contracts
Samples: Indemnification Agreement (reAlpha Tech Corp.), Indemnification Agreement (Adara Acquisition Corp.), Indemnification Agreement (Atlassian Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee [to serve or continue to serve] as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 9 contracts
Samples: Officer Indemnification Agreement (Q32 Bio Inc.), Indemnification Agreement (Astera Labs, Inc.), Officer Indemnification Agreement (Disc Medicine, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to [serve or continue to serve] as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 8 contracts
Samples: Indemnification Agreement (Klaviyo, Inc.), Indemnification Agreement (SEMrush Holdings, Inc.), Indemnification Agreement (Eventbrite, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Incorporation and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 7 contracts
Samples: Indemnification Agreement (TKO Group Holdings, Inc.), Indemnification Agreement (Vacasa, Inc.), Indemnification Agreement (Endeavor Group Holdings, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed assumes the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, an officer, employee director or agent advisor of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, an officer, employee director or agent advisor of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and .
(c) The Company shall not be deemed seek from a substitute thereforecourt, nor diminish or abrogate any agree to, a “bar order” which would have the effect of prohibiting or limiting the Indemnitee’s rights to receive advancement of Indemnitee thereunderexpenses under this Agreement.
Appears in 5 contracts
Samples: Indemnification Agreement (Chain Bridge I), Indemnification Agreement (G Squared Ascend II, Inc.), Indemnification Agreement (Chain Bridge I)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Bylaws, the Certificate of Incorporation, the Bylaws Incorporation and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 5 contracts
Samples: Indemnification & Liability (Courtside Group, Inc.), Indemnification Agreement (Intuity Medical, Inc.), Indemnification Agreement (Amplitude, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee director or agent officer of the Company, as applicable, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company, as applicable.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 4 contracts
Samples: Indemnification & Liability (AIRO Group, Inc.), Indemnification Agreement (High Roller Technologies, Inc.), Indemnification Agreement (Ocean Biomedical, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Charter and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 4 contracts
Samples: Indemnification Agreement (MoneyHero LTD), Indemnification Agreement (VNG LTD), Indemnification Agreement (PropertyGuru Group LTD)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent an officer and/or director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent an officer and/or director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 4 contracts
Samples: Indemnification Agreement (Ocera Therapeutics, Inc.), Indemnification Agreement (FleetMatics Group PLC), Indemnification Agreement (Tranzyme Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof, including that certain [ ]1; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 4 contracts
Samples: Director Indemnification Agreement (Rocket Pharmaceuticals, Inc.), Director Indemnification Agreement (Inotek Pharmaceuticals Corp), Director Indemnification Agreement (Mevion Medical Systems, Inc.)
Enforcement. (a) The Company Companies expressly confirms confirm and agrees agree that it has they have entered into this Agreement and assumed the obligations imposed on it them hereby in order to induce Indemnitee to serve as a director, officer, employee or agent of the a Company, and the such Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent of the such Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Company Organizational Documents and applicable law, and shall not be deemed a substitute therefore, nor diminish or abrogate any rights of Indemnitee thereunder.
Appears in 4 contracts
Samples: Indemnification Agreement (GPM Petroleum LP), Indemnification Agreement (Antero Resources Midstream Management LLC), Indemnification Agreement (GPM Petroleum LP)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to [continue to] serve as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 3 contracts
Samples: Indemnification Agreement (Septerna, Inc.), Indemnification Agreement (Upstream Bio, Inc.), Indemnification Agreement (Rapport Therapeutics, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve and continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunderthereunder or under any applicable insurance policies.
Appears in 3 contracts
Samples: Indemnification Agreement (Schiff Nutrition International, Inc.), Indemnification Agreement (Schiff Nutrition International, Inc.), Indemnification Agreement (Weider Nutrition International Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 3 contracts
Samples: Director Indemnification Agreement (Vigil Neuroscience, Inc.), Officer Indemnification Agreement (Nuvalent, Inc.), Officer Indemnification Agreement (Fusion Pharmaceuticals Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee or agent [director][officer] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent [director][officer] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 3 contracts
Samples: Indemnification Agreement (Omega Flex, Inc.), Indemnification Agreement (Omega Flex, Inc.), Indemnification Agreement (Omega Flex, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or to continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereofhereof (including the Prior Agreement); provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Incorporation and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 3 contracts
Samples: Indemnification Agreement (Tetralogic Pharmaceuticals Corp), Indemnification Agreement (Tetralogic Pharmaceuticals Corp), Indemnification Agreement (Agios Pharmaceuticals Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationArticles, any directors’ and officers’ insurance maintained by the Bylaws Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 3 contracts
Samples: Indemnification Agreement (Roadzen Inc.), Indemnification Agreement (EUDA Health Holdings LTD), Indemnification Agreement (EUDA Health Holdings LTD)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, director][an officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, director][an officer, employee or agent ] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 3 contracts
Samples: Indemnification Agreement (Vyrix Pharmaceuticals, Inc.), Indemnification Agreement (Fate Therapeutics Inc), Indemnification Agreement (Foundation Medicine, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Bylaws, any directors’ and officers’ insurance maintained by the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Oaktree Strategic Income II, Inc.), Indemnification Agreement (Fifth Street Finance Corp.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to 51180265.2 - 15 - DXP Enterprises, Inc. serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Organizational Documents and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (DXP Enterprises Inc), Indemnification Agreement (DXP Enterprises Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent an officer and/or director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent an officer and/or director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationIncorporation of the Company, the Bylaws By-laws of the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Libbey Inc), Indemnification Agreement (Libbey Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve serve, or continue to serve, as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Organizational Documents and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Director Indemnification Agreement (COURIER Corp), Director Indemnification Agreement (Anika Therapeutics, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve serve, or continue to serve, as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Haemonetics Corp), Indemnification Agreement (Northeast Bancorp /Me/)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed assumes the obligations imposed on it hereby in order to induce Indemnitee to serve serve, or continue to serve, as a director, officer, employee an officer or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee an officer or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCertificate, the Bylaws Bylaws, and any applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (TTM Technologies Inc), Indemnification Agreement (Roadrunner Transportation Systems, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve [serve] [continue to serve] as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (MBX Biosciences, Inc.), Indemnification Agreement (Metagenomi, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent [director][officer] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent [director][officer] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Software Acquisition Group Inc.), Indemnification Agreement (JELD-WEN Holding, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws By-Laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Flewber Global Inc.), Indemnification Agreement (Alcoa Upstream Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee officer or agent of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee officer or agent of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws By-laws, any directors and officers insurance maintained by the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Fox Factory Holding Corp), Indemnification Agreement (Fox Factory Holding Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee or agent director and an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director and an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Jounce Therapeutics, Inc.), Indemnification Agreement (Jounce Therapeutics, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws By-laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Officer Indemnification Agreement (Prime Medicine, Inc.), Director Indemnification Agreement (PepGen Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Incorporation and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Nano Magic Holdings Inc.), Indemnification and Advancement Agreement (Nano Magic Holdings Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, officer or employee or agent of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, officer or employee or agent of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereofhereof ; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate Articles of Incorporation, the Bylaws Bylaws, any directors’ and officers’ insurance maintained by the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement, Indemnification Agreement (Quality Systems, Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate Articles of Incorporation, the Bylaws and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Galaxy Gaming, Inc.), Indemnification Agreement (Galaxy Gaming, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement Deed and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement Deed in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement Deed constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement Deed is a supplement to and in furtherance of the Certificate of IncorporationConstitution, any directors’ and officers’ insurance maintained by the Bylaws Company and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Deed of Indemnification and Advancement (Heramba Electric PLC), Deed of Indemnification and Advancement (Heramba Electric PLC)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee an officer [or agent Counsel] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws Bylaws, any resolution of the Board providing for indemnification and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (MRC Global Inc.), Indemnification Agreement (McJunkin Red Man Holding Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or to continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Incorporation and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (Paratek Pharmaceuticals, Inc.), Indemnification Agreement (Paratek Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to [serve or continue to serve] as a director, officer, employee or agent an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (908 Devices Inc.), Indemnification Agreement (908 Devices Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable lawlaw (including the DGCL), and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 2 contracts
Samples: Indemnification Agreement (System1, Inc.), Indemnification Agreement (System1, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee [to serve or continue to serve] as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve serve, or to continue to serve, as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationIncorporation of the Company, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Magnum Hunter Resources Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Director Indemnification Agreement (Allena Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to continue to serve as a director, director [and an officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, director [and an officer, employee or agent ] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee [to serve or continue to serve] as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate Articles of Incorporation, the Bylaws Association and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (AquaVenture Holdings LTD)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee [to serve or continue to serve] as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Allurion Technologies Holdings, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed assumes the obligations imposed on it hereby in order to induce the Indemnitee to serve as a director, officer, employee an officer or agent director of the Company, and the Company acknowledges that the Indemnitee is relying upon this Agreement in serving as a director, officer, employee an officer or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, .
(c) The Company represents that this Agreement is a supplement to has been approved by the Company’s Board and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shareholders.
(d) The Company shall not be deemed seek from a substitute thereforecourt, nor diminish or abrogate any agree to, a “bar order” which would have the effect of prohibiting or limiting the Indemnitee’s rights to receive advancement of Indemnitee thereunderexpenses under this Agreement.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve [serve]5 [continue to serve]6 as a director, officer, employee or agent an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent director and an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director and an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Arena Pharmaceuticals Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to [serve or continue to serve] as a director, officer, employee or agent director and an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director and an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Charter and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Director Indemnification Agreement (Alnylam Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee [to serve or continue to serve] as a director, officer, employee or agent an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Officer Indemnification Agreement (Frequency Therapeutics, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a [director, /officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a [director, /officer, employee or agent ] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent director and/or officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director and/or officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws Bylaws, any resolution of the Board providing for indemnification and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed assumes the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee an officer or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee an officer or agent director of the Company.
(b) This Other than as provided herein, this Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided. For the avoidance of doubt, however, that this Agreement is a supplement to supersedes and replaces in furtherance of its entirety any previous Indemnity Agreement or Indemnification Agreement entered into between the Certificate of Incorporation, the Bylaws Company and applicable law, and shall not be deemed a substitute therefore, nor diminish or abrogate any rights of Indemnitee thereunderIndemnitee.
Appears in 1 contract
Samples: Indemnification Agreement (Conduit Pharmaceuticals Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent director and/or officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director and/or officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationIncorporation of the Company, the Bylaws By-laws of the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Dreyers Grand Ice Cream Holdings Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve serve, or to continue to serve, as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationIncorporation of the Company, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Magnum Hunter Resources Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to [serve or continue to serve] as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Charter and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Director Indemnification Agreement (Alnylam Pharmaceuticals, Inc.)
Enforcement. (a) The Company Corporation expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent of the CompanyCorporation, and the Company Corporation acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent of the Company.Corporation. 12
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute therefore, nor diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, officer, employee or agent director and]12 an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and]13 an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Officer Indemnification Agreement (Raindance Technologies Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws By-laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, officer, employee or agent director and](1) an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and](1) an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws By-laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Braeburn Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, [director or officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, [director or officer, employee or agent ] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Charter and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Zapp Electric Vehicles Group LTD)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent director and/or officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director and/or officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Graymark Healthcare, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee or agent an officer and/or director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent an officer and/or director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written written, and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Bylaws, and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Bz Intermediate Holdings LLC)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, [director and/or officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, [director and/or officer, employee or agent ] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement.
(a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.. 15066598.2
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder..
Appears in 1 contract
Samples: Indemnification Agreement (ClearSign Technologies Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee or agent director of the CompanyCompany and the Parent, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the CompanyCompany and the Parent.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, rights provided under the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Reliance Steel & Aluminum Co)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed assumes the obligations imposed on it hereby in order to induce Indemnitee to serve and/or continue to serve, as a director, officer, employee an officer or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee an officer or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCertificate, the Bylaws Bylaws, and any applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent [director][officer] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent [director][officer] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate Charter of Incorporationthe Company, the Bylaws of the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement.
(a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company..
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Bylaws, any directors’ and officers’ insurance maintained by the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder..
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate Articles of Incorporation, the Bylaws Bylaws, the BCA, applicable law and applicable lawthe XXX, and shall not be deemed a substitute therefore, nor diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Navigator Holdings Ltd.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a [director, ] [officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a [director, ] [officer, employee or agent ] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Western Liberty Bancorp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement or any previous indemnification agreement and assumed assumes the obligations imposed on it hereby and thereby in order to induce Indemnitee to serve as a director, officer, employee an officer or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee an officer or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided. Without limiting the foregoing, however, that this Agreement is a supplement to amends and in furtherance of restates any previous indemnification agreement between the Certificate of Incorporation, the Bylaws Company and applicable law, and shall not be deemed a substitute therefore, nor diminish or abrogate any rights of Indemnitee thereunderIndemnitee.
Appears in 1 contract
Samples: Indemnification Agreement (Fender Musical Instruments Corp)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as [a director, /executive officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent of /executive officer]of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws Articles and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes and the Prior Indemnification Agreement constitute the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes supersede all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationArticles, the Bylaws By-Laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Company’s Certificate of Incorporation, the Company’s Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Alliance HealthCare Services, Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee director or agent officer of the CompanyCompany and/or Enterprise, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving or continuing to serve as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate Memorandum and Articles of Incorporation, the Bylaws Association and applicable law, and shall is not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee or agent director of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof, including that certain [ ]; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Director Indemnification Agreement (Deciphera Pharmaceuticals, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director, officer, employee or agent director and/or officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee or agent director and/or officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate Charter of Incorporationthe Company, the Bylaws of the Company and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder. Section 18.
Appears in 1 contract
Samples: Indemnification Agreement (Ensco International Inc)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, director and][an officer, employee or agent ] of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, director and][an officer, employee or agent ] of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws bylaws of the Company, and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as [a director, officer, employee or agent director and] an officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as [a director, officer, employee or agent director and] an officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of IncorporationCharter, the Bylaws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.. ACTIVE/105005427.2
Appears in 1 contract
Samples: Director Indemnification Agreement (Adicet Bio, Inc.)
Enforcement. (a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve or continue to serve as a director, officer, employee director or agent officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director, officer, employee director or agent officer of the Company.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof; provided, however, that this Agreement is a supplement to and in furtherance of the Certificate of Incorporation, the Bylaws By-laws and applicable law, and shall not be deemed a substitute thereforetherefor, nor to diminish or abrogate any rights of Indemnitee thereunder.
Appears in 1 contract
Samples: Indemnification Agreement (Performance Technologies Inc \De\)
