Common use of Extent of Indemnification Clause in Contracts

Extent of Indemnification. If Indemnitee is entitled to indemnification under Section 2 of this Agreement, the Company shall indemnify Indemnitee against judgments, penalties (including excise and similar taxes), fines, settlements and reasonable expenses actually incurred by Indemnitee in connection with the proceeding; however, if the Indemnitee is found liable to the Company or is found liable on the basis that personal benefit was improperly received by Indemnitee, the indemnification (1) shall be limited to reasonable expenses actually incurred by Indemnitee in connection with the proceeding, and (2) shall not be made in any manner in respect of any proceeding in which Indemnitee shall have been found liable for willful or intentional misconduct in the performance of Indemnitee’s duty to the Company. The reasonableness of the Indemnitee’s expenses contemplated in this Section 4 shall be determined in the same manner that the determination of indemnification is made under Section 5 of this Agreement.

Extent of Indemnification. If Except as provided in Section 7, if the Indemnitee is entitled to indemnification under Section 2 of this Agreement3, the Company Corporation shall indemnify the Indemnitee against judgments, penalties (including excise and similar taxes), fines, settlements and reasonable expenses (including court costs and attorneys' fees) actually incurred by the Indemnitee in connection with the proceeding; however, if the Indemnitee is found liable to on the Company basis that he or she improperly received a personal benefit or is found liable on to the basis that personal benefit was improperly received by IndemniteeCorporation as contemplated in Section 4, the indemnification (1a) shall be limited to the reasonable expenses actually incurred by the Indemnitee in connection with the proceeding, and (2b) shall not be made in any manner in respect of any proceeding in which the Indemnitee shall have been found liable for willful or intentional misconduct in the performance of Indemnitee’s his or her duty to the CompanyCorporation. The reasonableness of the Indemnitee’s 's expenses contemplated in this Section 4 5 shall be determined in the same manner that the determination of indemnification is made under Section 5 of this Agreement8.

Extent of Indemnification. If Indemnitee is entitled to indemnification under Section 2 of this Agreement2, the Company shall indemnify Indemnitee against judgments, penalties (including excise and similar taxes), fines, settlements and reasonable expenses actually incurred by Indemnitee in connection with the proceeding; however, if the Indemnitee is found liable to the Company or is found liable on the basis that personal benefit was improperly received by Indemnitee, the indemnification (1) shall be limited to reasonable expenses actually incurred by Indemnitee in connection with the proceeding, and (2) shall not be made in any manner in respect of any proceeding in which Indemnitee shall have been found liable for willful or intentional misconduct in the performance of Indemnitee’s 's duty to the Company. The reasonableness of the Indemnitee’s 's expenses contemplated in this Section 4 shall be determined in the same manner that the determination of indemnification is made under Section 5 of this Agreement5.

Extent of Indemnification. If Except as provided in Section 7, if the Indemnitee is entitled to indemnification under Section 2 of this Agreement3, the Company Corporation shall indemnify the Indemnitee against judgments, penalties (including excise and similar taxes), fines, settlements and reasonable expenses (including court costs and attorneys’ fees) actually incurred by the Indemnitee in connection with the proceeding; however, if the Indemnitee is found liable to on the Company basis that he or she improperly received a personal benefit or is found liable on to the basis that personal benefit was improperly received by IndemniteeCorporation as contemplated in Section 4, the indemnification (1a) shall be limited to the reasonable expenses actually incurred by the Indemnitee in connection with the proceeding, and (2b) shall not be made in any manner in respect of any proceeding in which the Indemnitee shall have been found liable for willful or intentional misconduct in the performance of Indemnitee’s his or her duty to the CompanyCorporation, breach of his or her duty of loyalty to the Corporation, or an act or omission not committed in good faith that constitutes a breach of a duty owed to the Corporation. The reasonableness of the Indemnitee’s expenses contemplated in this Section 4 5 shall be determined in the same manner that the determination of indemnification is made under Section 5 of this Agreement8.