Common use of General Agreement Clause in Contracts

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its Bylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 57 contracts

Samples: Indemnification Agreement (CBD Life Sciences Inc.), Indemnification Agreement (Zicix Corp), Indemnification Agreement (Zicix Corp)

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General Agreement. In the event Indemnitee was, is, is or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its Bylaws, vote of its shareholders stockholders or disinterested directors, directors or applicable law.

Appears in 27 contracts

Samples: Indemnification Agreement (eHealth, Inc.), Investment Agreement (eHealth, Inc.), Separation Agreement

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its Bylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 17 contracts

Samples: Executive Employment Agreement (SOCIAL REALITY, Inc.), Indemnification Agreement (SOCIAL REALITY, Inc.), Indemnification Agreement (SOCIAL REALITY, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate 's Articles of Incorporation, its Bylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 10 contracts

Samples: Indemnification Agreement (VistaGen Therapeutics, Inc.), Indemnification Agreement (VistaGen Therapeutics, Inc.), Indemnification Agreement (VistaGen Therapeutics, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate 's Articles of Incorporation, its Bylawsbylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 7 contracts

Samples: Employment Agreement (Cylink Corp /Ca/), Indemnification Agreement (Texxon Inc), Indemnification Agreement (Texxon Inc)

General Agreement. In the event Indemnitee was, is, or becomes become a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate Articles of IncorporationIncorporation as amended, its Bylawsbylaws as amended, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 6 contracts

Samples: Employment Agreement (Top Flight Gamebirds, Inc.), Employment Agreement (Top Flight Gamebirds, Inc.), Employment Agreement (Top Flight Gamebirds, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s 's Certificate of Incorporation, its Bylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 6 contracts

Samples: Indemnification Agreement (PLX Technology Inc), Indemnification Agreement (JDS Uniphase Corp /Ca/), Indemnification Agreement (Saba Software Inc)

General Agreement. General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate 's Articles of Incorporation, its Bylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 6 contracts

Samples: Indemnification Agreement (Vistagen Therapeutics, Inc.), Indemnification Agreement (Vistagen Therapeutics, Inc.), Indemnification Agreement (VistaGen Therapeutics, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists exits or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate 's Articles of Incorporation, its Bylawsbylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 6 contracts

Samples: Indemnification Agreement (Micrel Inc), Indemnification Agreement (Micrel Inc), Indemnification Agreement (Micrel Inc)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate Articles of Incorporation, its Bylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 5 contracts

Samples: Indemnification Agreement (Excaliber Enterprises, Ltd.), Indemnification Agreement (Excaliber Enterprises, Ltd.), Indemnification Agreement (Excaliber Enterprises, Ltd.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s 's Certificate of Incorporation, its Bylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 4 contracts

Samples: Indemnification Agreement (Fastclick Inc), Indemnification Agreement (Jamdat Mobile Inc), Indemnification Agreement (Xoom Inc)

General Agreement. In the event Indemnitee was, is, is or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s 's Certificate of Incorporation, its Bylaws, vote of its shareholders stockholders or disinterested directors, directors or applicable law.

Appears in 4 contracts

Samples: Indemnification Agreement (Biomira CORP), Indemnification Agreement (Xtent Inc), Indemnification Agreement (Internet Brands, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes become a ----------------- party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s 's Amended and Restated Certificate of Incorporation, its Bylawsbylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (More Com Inc), Indemnification Agreement (American Pharmaceutical Partners Inc /Ca/), Indemnification Agreement (Agraquest Inc)

General Agreement. In the event Indemnitee was, is, is or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses except to the fullest extent permitted prohibited by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate certificate of Incorporationincorporation, its Bylawsbylaws, vote of its shareholders stockholders or disinterested directors, directors or applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (FiscalNote Holdings, Inc.), Indemnification Agreement (FiscalNote Holdings, Inc.), Indemnification Agreement (Flir Systems Inc)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate 's Articles of Incorporation, its BylawsAssociation, vote of its shareholders or disinterested directors, or applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Madge Networks Nv), Indemnification Agreement (Madge Networks Nv)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate Articles of Incorporation, its BylawsAssociation, vote of its shareholders or disinterested directors, or applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Ace LTD), Indemnification Agreement (Ace LTD)

General Agreement. In the event Indemnitee was, is, or becomes become a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall hold harmless and indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate Articles of IncorporationIncorporation as amended, its Bylawsbylaws as amended, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (China Jo-Jo Drugstores, Inc.), Indemnification Agreement (China Jo-Jo Drugstores, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties Parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate Articles of Incorporation, its Bylawsbylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Material Technologies Inc /Ca/), Indemnification Agreement (MATECH Corp.)

General Agreement. In the event Indemnitee was, is, or becomes become a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of IncorporationIncorporation as amended, its Bylawsbylaws as amended, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (EastBridge Investment Group Corp), Indemnification Agreement (EastBridge Investment Group Corp)

General Agreement. In the event Indemnitee was, is, is or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate certificate of Incorporationincorporation, its Bylawsbylaws, vote of its shareholders stockholders or disinterested directors, directors or applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Rosetta Stone Inc), Indemnification Agreement (Rosetta Stone Inc)

General Agreement. In the event Indemnitee was, is, is or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate Articles of Incorporation, its Bylaws, vote of its shareholders stockholders or disinterested directors, directors or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Znomics, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes become a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s 's Certificate of Incorporation, its Bylawsbylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Verio Inc)

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General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other otherwise a participant in, or is threatened to be made a party to or witness or other otherwise a participant in, a any Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate Articles of IncorporationIncorporation as amended, its Bylawsbylaws as amended, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Songzai International Holding Group Inc)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate certificate of Incorporationincorporation, its Bylawsbylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Stem, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate articles of Incorporationincorporation, its Bylawsbylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Health Revenue Assurance Holdings, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a ----------------- party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s 's Certificate of Incorporation, its Bylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Cybersource Corp)

General Agreement. In the event Indemnitee was, is, is or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its Bylaws, vote of its shareholders or disinterested directors, directors or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Dolby Laboratories, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted provided by statute, including, including without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its BylawsBye-laws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Tyco Electronics Ltd.)

General Agreement. In the event Indemnitee was, is, is or becomes a party to or to, witness or other participant in, or is threatened to be made a party to or to, witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses except to the fullest extent permitted prohibited by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate certificate of Incorporationincorporation, its Bylawsbylaws, vote of its shareholders stockholders or disinterested directors, directors or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (ConnectM Technology Solutions, Inc.)

General Agreement. In the event Indemnitee was, is, is or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its BylawsMemorandum and Articles, vote of its shareholders or disinterested directors, directors or applicable law, but at all times subject to any prohibitions, restrictions and limitations provided by applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Amira Nature Foods Ltd.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its BylawsBy-laws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Nuvim Inc)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, including without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its BylawsBye-Laws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Covidien Ltd.)

General Agreement. In the event Indemnitee was, is, or becomes become a ----------------- party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s 's Certificate of Incorporation, its Bylawsbylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Digimarc Corp)

General Agreement. In the event Indemnitee INDEMNITTEE was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee INDEMNITTEE from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of Incorporation, its Bylaws, vote of its shareholders stockholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Cambium Learning Group, Inc.)

General Agreement. In the event Indemnitee was, is, or becomes a party to or witness or other participant in, or is threatened to be made a party to or witness or other participant in, a Proceeding by reason of (or arising in part out of) an Indemnifiable Event, the Company shall indemnify Indemnitee from and against any and all Expenses to the fullest extent permitted by law, as the same exists or may hereafter be amended or interpreted (but in the case of any such amendment or interpretation, only to the extent that such amendment or interpretation permits the Company to provide broader indemnification rights than were permitted prior thereto). The parties hereto intend that this Agreement shall provide for indemnification in excess of that expressly permitted by statute, including, without limitation, any indemnification provided by the Company’s Certificate of IncorporationArticles, its the Bylaws, vote of its shareholders or disinterested directors, or applicable law.

Appears in 1 contract

Samples: Share Exchange Agreement (Bright Mountain Media, Inc.)

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