Common use of Excluded Acts Clause in Contracts

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or

Appears in 3 contracts

Samples: Indemnification Agreement (NeurogesX Inc), Indemnification Agreement (Hytek Microsystems Inc), Indemnification Agreement (Sonicwall Inc)

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Excluded Acts. To indemnify Indemnitee (i) as to circumstances in which indemnity is expressly prohibited pursuant to California law, or (ii) for any acts or omissions or transactions from which a director may not be relieved of liability under the pursuant to California General Corporation Law law; or (iiiii) for breach any act or acts of duty to the Company bad faith or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Lawwillful misconduct; or

Appears in 3 contracts

Samples: Employment Agreement (Guitar Center Inc), Employment Agreement (Guitar Center Inc), Employment Agreement (Guitar Center Inc)

Excluded Acts. To indemnify Indemnitee for (i) for any acts or omissions or transactions from which a director may not be relieved of liability under the California General Corporation Law Corporations Code; or (ii) for breach of any duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation LawCorporations Code; or

Appears in 3 contracts

Samples: Indemnification Agreement (Cyberdefender Corp), Indemnification Agreement (Cyberdefender Corp), Indemnification Agreement (Cyberdefender Corp)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from which a director may not be relieved of liability under the California General Corporation Law or other applicable law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or

Appears in 3 contracts

Samples: Indemnification Agreement (Tekelec), Indemnification Agreement (Tekelec), Indemnification Agreement (Tekelec)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from which a an officer or director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 204 of the California General Corporation Law; or;

Appears in 3 contracts

Samples: Indemnification Agreement (Sterling West Bancorp), Indemnification Agreement (Sterling West Bancorp), Indemnification Agreement (Sterling West Bancorp)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions ------------- or transactions from which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or

Appears in 3 contracts

Samples: Indemnification Agreement (Identix Inc), Indemnification Agreement (Getthere Com), Indemnification Agreement (State of the Art Inc /Ca)

Excluded Acts. To indemnify Indemnitee for (i) for any acts or omissions or transactions from which a director may not be relieved of liability under the California General Corporation Law Law; or (ii) for breach of any duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or

Appears in 2 contracts

Samples: Indemnification Agreement (Cyberdefender Corp), Indemnification Agreement (Cost Plus Inc/Ca/)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from which a director an officer may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or;

Appears in 2 contracts

Samples: Indemnification Agreement (Sonomawest Holdings Inc), Indemnification Agreement (Sonomawest Holdings Inc)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from which a director or officer may not be relieved of liability under the California General Corporation Law or (ii) for breach expenses, penalties, or other payments prohibited by Part 359 of duty the FDIC’s Rules and Regulations, incurred in an administrative proceeding or action instituted by an appropriate bank regulatory agency which proceeding or action results in a final order assessing civil money penalties or requiring affirmative action by an individual or individuals in the form of payments to the Company Corporation or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; orsubsidiary;

Appears in 2 contracts

Samples: Indemnification Agreement (Sierra Bancorp), Indemnification Agreement (Bank of Marin Bancorp)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from for which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach the Federal Securities Laws or federal or state laws governing the indemnification of duty to the Company officers or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 directors of the California General Corporation Lawa state chartered, federally insured bank; or

Appears in 2 contracts

Samples: Indemnification Agreement (Mission Community Bancorp), Indemnification Agreement (Pacific Mercantile Bancorp)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions ------------- or transactions from which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or.

Appears in 2 contracts

Samples: Indemnification Agreement (Nanometrics Inc), Indemnification Agreement (Lecg Inc)

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Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from which a director or officer may not be relieved of liability under applicable law (including, without limitation, the California General Corporation Law or (ii) for breach of duty to and the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation LawFederal banking laws); or

Appears in 1 contract

Samples: Indemnification Agreement (First Community Bancorp /Ca/)

Excluded Acts. To indemnify Indemnitee for (i) for any acts or omissions or transactions from which a director director, officer, employee or agent may not be relieved of liability under the California General Corporation Law applicable law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or

Appears in 1 contract

Samples: Indemnification Agreement (Lineage Cell Therapeutics, Inc.)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or ------------- transactions from which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or.

Appears in 1 contract

Samples: Indemnification Agreement (Notify Corp)

Excluded Acts. To indemnify or advance expenses to Indemnitee (i) ------------- for any acts or omissions or transactions from which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or

Appears in 1 contract

Samples: Stock Purchase Agreement (Western Micro Technology Inc)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from for which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Lawapplicable federal laws; or

Appears in 1 contract

Samples: Indemnification Agreement (First Foundation Inc.)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions from for which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation LawFederal Securities Laws; or

Appears in 1 contract

Samples: Indemnification Agreement (Quality Systems Inc)

Excluded Acts. To indemnify Indemnitee (i) for any acts or omissions or transactions in Indemnitee’s capacity as a director from which a director may not be relieved of liability under the California General Corporation Law or (ii) for breach of duty to the Company or its shareholders as to circumstances in which indemnity is expressly prohibited by Section 317 of the California General Corporation Law; or

Appears in 1 contract

Samples: Indemnification Agreement (Longs Drug Stores Corp)

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