Common use of Excluded Action or Omissions Clause in Contracts

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.

Appears in 77 contracts

Samples: Indemnification Agreement (BT Brands, Inc.), Indemnification Agreement, Indemnification Agreement (Tapimmune Inc.)

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Excluded Action or Omissions. To indemnify or make Expense Advances to Indemnitee for with respect to Claims arising out of acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under applicable law.

Appears in 35 contracts

Samples: Indemnification Agreement, Indemnification Agreement (Windtree Therapeutics Inc /De/), Indemnification Agreement (Discovery Laboratories Inc /De/)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.;

Appears in 24 contracts

Samples: Form Of (Unity Bancorp Inc /Nj/), Indemnification Agreement (Talon International, Inc.), Indemnification Agreement (Ironclad Performance Wear Corp)

Excluded Action or Omissions. To indemnify Indemnitee for Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under this Agreement or applicable law.;

Appears in 17 contracts

Samples: Form of Indemnification Agreement (Us Energy Corp), Indemnification Agreement (Us Energy Corp), Indemnification Agreement (Iridex Corp)

Excluded Action or Omissions. To indemnify or make Expense ---------------------------- Advances to Indemnitee for with respect to Claims arising out of acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under applicable law.

Appears in 17 contracts

Samples: Indemnification Agreement (Microtune Inc), Indemnification Agreement (Altus Medical Inc), Indemnification Agreement (Kyphon Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.;

Appears in 15 contracts

Samples: Indemnification Agreement (Illumina Inc), Indemnification Agreement (Illumina Inc), Indemnification Agreement (MiddleBrook Pharmaceuticals, Inc.)

Excluded Action or Omissions. To indemnify Indemnitee for acts, ---------------------------- omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.

Appears in 14 contracts

Samples: Indemnification Agreement (Analytical Graphics Inc), Indemnification Agreement (Nava Leisure Usa Inc), Indemnification Agreement (Contessa Corp /De)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee's acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability under applicable law.;

Appears in 13 contracts

Samples: Indemnification Agreement (Autobytel Com Inc), Indemnification Agreement (Commerce One Inc), Indemnification Agreement (Tolerrx Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may not be relieved of liability under if a final decision by a court having jurisdiction in the matter shall determine that such indemnification is prohibited by applicable law.

Appears in 13 contracts

Samples: Indemnification Agreement, Indemnification Agreement (Interpace Biosciences, Inc.), Separation Agreement (Ampio Pharmaceuticals, Inc.)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability under applicable law.;

Appears in 11 contracts

Samples: Indemnification Agreement (Jones Energy, Inc.), Form of Indemnification Agreement (Lantronix Inc), Indemnification Agreement (Lantronix Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may not be relieved of liability indemnified under applicable law.

Appears in 10 contracts

Samples: Indemnification Agreement (Juniper Networks Inc), Indemnification Agreement (Juniper Networks Inc), Indemnification Trust Agreement (Juniper Networks Inc)

Excluded Action or Omissions. To indemnify Indemnitee for any Expenses resulting from acts, omissions or transactions from which Indemnitee may not be relieved of liability indemnified under applicable law., or for any Expenses resulting from Indemnitee's conduct which is finally adjudged to have been willful misconduct or knowingly fraudulent conduct;

Appears in 9 contracts

Samples: Employment Agreement (Premier Holding Corp.), Indemnification Agreement (Talk America Holdings Inc), Indemnification Agreement (Tel Save Com Inc)

Excluded Action or Omissions. To indemnify Indemnitee for ---------------------------- Indemnitee's acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability under applicable law.;

Appears in 7 contracts

Samples: Indemnification Agreement (Auto by Tel Corp), Indemnification Agreement (Efficient Networks Inc), Indemnification Agreement (E Stamp Corp)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under applicable law.

Appears in 7 contracts

Samples: Indemnification Agreement (Pennant Group, Inc.), Indemnification Agreement (Profire Energy Inc), Indemnification Agreement (Buy Com Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, ---------------------------- omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.;

Appears in 6 contracts

Samples: Indemnification Agreement (Crossworlds Software Inc), Indemnification Agreement (Sound Source Interactive Inc /De/), Indemnification Agreement (Crossworlds Software Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, ---------------------------- omissions or transactions from which Indemnitee may not be relieved of liability indemnified under applicable law.

Appears in 5 contracts

Samples: Indemnification Agreement (Pointcast Inc), Indemnification Agreement (Battery Express Inc), Indemnification Agreement (Netiq Corp)

Excluded Action or Omissions. (i) To indemnify Indemnitee for Indemnitee's acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability indemnified under applicable law.; or (ii) to indemnify Indemnity for Indemnity's intentional acts or transactions in violation of the Company's policies;

Appears in 5 contracts

Samples: Indemnification Agreement (Geeknet, Inc), Indemnification Agreement (Va Linux Systems Inc), Indemnification Agreement (Odyssey Re Holdings Corp)

Excluded Action or Omissions. To indemnify Indemnitee for Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under this Agreement or applicable law.

Appears in 5 contracts

Samples: Indemnification Agreement (Ziprealty Inc), Indemnification Agreement (Xenogen Corp), Indemnification Agreement (Advanced Analogic Technologies Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.

Appears in 4 contracts

Samples: Quantum Corporation Individual Indemnification Agreement (Quantum Corp /De/), Indemnification Agreement (Global Geophysical Services Inc), Indemnification Agreement (American Vanguard Corp)

Excluded Action or Omissions. (i) To indemnify Indemnitee for Indemnitee's acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability indemnified under applicable law.; or (ii) to indemnify Indemnitee for Indemnitee's intentional acts or transactions in violation of the Company's policies;

Appears in 4 contracts

Samples: Avocent Corporation Indemnification Agreement (Avocent Corp), Indemnification Agreement (Odyssey Re Holdings Corp), Indemnification Agreement (Avanex Corp)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee's acts, omissions or transactions from which the Indemnitee may not be relieved of liability under applicable law.;

Appears in 3 contracts

Samples: Indemnification Agreement (Micro Therapeutics Inc), Indemnification Agreement (Powerwave Technologies Inc), Indemnification Agreement (QCS Net Corp)

Excluded Action or Omissions. To indemnify Indemnitee for Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability under is prohibited from receiving indemnification by applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (Monolithic Power Systems Inc), Indemnification Agreement (Monolithic Power Systems Inc), Indemnification Agreement (Monolithic Power Systems Inc)

Excluded Action or Omissions. To indemnify an Indemnitee for Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under this Agreement or applicable law.;

Appears in 3 contracts

Samples: Indemnification Agreement (LianBio), Fund and Director Indemnification Agreement (Baozun Inc.), Fund and Director Indemnification Agreement (Baozun Cayman Inc.)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions from which the Indemnitee may not be relieved of liability under applicable law.;

Appears in 3 contracts

Samples: Indemnification Agreement (Pro Dex Inc), Trans1 Inc. Indemnification Agreement (Trans1 Inc), Indemnification Agreement (TherOx, Inc.)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee's acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (Quantum Corp /De/), Indemnification Agreement (Network Holdings International Inc), Indemnification Agreement (Go Call Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability indemnified under applicable law.;

Appears in 3 contracts

Samples: Indemnification Agreement, Form of Indemnification Agreement (Midcoast Energy Partners, L.P.), Indemnification Agreement (Enbridge Energy Partners Lp)

Excluded Action or Omissions. To indemnify or make Expense Advances to ---------------------------- Indemnitee for with respect to Claims arising out of acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Objective Systems Integrators Inc), Indemnification Agreement (Objective Systems Integrators Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions ---------------------------- omissions, or transactions from which Indemnitee may not be relieved of liability under applicable law.;

Appears in 2 contracts

Samples: Indemnification Agreement (CSG Systems International Inc), Indemnification Agreement (CSG Systems International Inc)

Excluded Action or Omissions. To indemnify any Indemnitee for such Indemnitee's acts, omissions or transactions from which the Indemnitee may not be relieved of liability under applicable law.;

Appears in 2 contracts

Samples: Indemnification Agreement (Airgate Wireless Inc), Indemnification Agreement (Powerwave Technologies Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions omissions, or transactions from which Indemnitee may not be relieved of liability under applicable law.;

Appears in 2 contracts

Samples: Indemnification Agreement (CSG Systems International Inc), Indemnification Agreement (CSG Systems International Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.; or

Appears in 2 contracts

Samples: Indemnification Agreement (Nogatech Inc), Indemnification Agreement (DSP Communications Inc)

Excluded Action or Omissions. To indemnify or make Expense Advances to the Indemnitee for with respect to Claims arising out of acts, omissions omissions, or transactions for which the Indemnitee is prohibited from which Indemnitee may not be relieved of liability receiving indemnification under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Nextfit, Inc.)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may not be relieved of liability indemnified under applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Princeton Review Inc)

Excluded Action or Omissions. To indemnify or make Expense Advances to Indemnitee for with respect to Claims arising out of acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under applicable law.. (b)

Appears in 1 contract

Samples: Multimedia Corporation Indemnification Agreement (Sanctuary Woods Multimedia Corp)

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Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions (which acts, omissions or transactions shall have been acknowledged and not disputed by the Indemnitee or shall have been determined by a court of competent jurisdiction) from which Indemnitee or the Indemnitee may not be relieved of liability under applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Clarient, Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Expenses resulting from acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.of

Appears in 1 contract

Samples: Indemnification Agreement (Chaparral Network Storage Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Expenses resulting ---------------------------- from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under this Agreement or applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Intek Information Inc)

Excluded Action or Omissions. To indemnify Indemnitee for any Expenses resulting from acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law., or for any Expenses resulting from Indemnitee's conduct with is finally adjudged to have been willful misconduct or knowingly fraudulent;

Appears in 1 contract

Samples: Indemnification Agreement (Tel Save Holdings Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which to the extent Indemnitee may not be relieved of liability indemnified under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Silicon Graphics Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which Indemnitee may be not be relieved of liability under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Tripos Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee's acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Tailwind Financial Inc.)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which the Indemnitee may not be relieved of liability or for which the Indemnitee may not be indemnified or receive contribution under applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement for Officers (Replidyne Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability under applicable law.Applicable Law or the Memorandum and Articles;

Appears in 1 contract

Samples: Indemnification Agreement (BCD Semiconductor Manufacturing LTD)

Excluded Action or Omissions. To indemnify Indemnitee for Expense resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under this Agreement or applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Ediets Com Inc)

Excluded Action or Omissions. To indemnify Indemnitee for ---------------------------- Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under this Agreement or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Intervideo Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee’s acts, omissions or transactions from which Indemnitee or the Indemnitee may not be relieved of liability under applicable law.law as determined by a court of competent jurisdiction in a final adjudication not subject to further appeal;

Appears in 1 contract

Samples: Indemnification Agreement (Lantronix Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, omissions or transactions from which would violate applicable law, but only to the extent that such indemnification would violate applicable law, and the Company may continue to indemnify Indemnitee may for those acts, decisions or transactions that would not be relieved of liability under violate applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Innophos Investment Holdings, Inc.)

Excluded Action or Omissions. To indemnify an Indemnitee for Expenses resulting from acts, omissions or transactions for which such Indemnitee is prohibited from which Indemnitee may not be relieved of liability receiving indemnification under this Agreement or applicable law., provided, however, that notwithstanding any

Appears in 1 contract

Samples: Indemnification Agreement (Glycomimetics Inc)

Excluded Action or Omissions. To indemnify Indemnitee ---------------------------- for Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification under this Agreement or applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Neomagic Corp)

Excluded Action or Omissions. To indemnify any Indemnitee for acts, omissions or transactions from which the Indemnitee may not be relieved of liability or for which the Indemnitee may not be indemnified or receive contribution under applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Replidyne Inc)

Excluded Action or Omissions. To indemnify indemnify, exonerate or hold harmless Indemnitee for Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability under applicable law.is

Appears in 1 contract

Samples: Indemnification Agreement (Complete Genomics Inc)

Excluded Action or Omissions. To indemnify Indemnitee for Indemnitee's acts, omissions or transactions from for which Indemnitee or the Indemnitee may not be relieved of liability indemnified under applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Speedfam Ipec Inc)

Excluded Action or Omissions. To indemnify Indemnitee for acts, ----------------------------- omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Senesco Technologies Inc)

Excluded Action or Omissions. To indemnify Indemnitee for ---------------------------- acts, omissions or transactions from which Indemnitee may not be relieved of liability under applicable law.;

Appears in 1 contract

Samples: Indemnification Agreement (Somera Communications Inc)

Excluded Action or Omissions. To indemnify Indemnitee for expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved is prohibited from receiving indemnification under this Agreement, the Articles of liability under Incorporation, the Bylaws, or applicable law.; or

Appears in 1 contract

Samples: Form of Director Indemnification Agreement (Legend Oil & Gas, Ltd.)

Excluded Action or Omissions. To indemnify indemnify, exonerate or hold harmless Indemnitee for Expenses resulting from acts, omissions or transactions from for which Indemnitee may not be relieved of liability is prohibited from receiving indemnification, exoneration or hold harmless rights under applicable law.this

Appears in 1 contract

Samples: Indemnification Agreement (ReachLocal Inc)

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