Common use of Good Faith Determinations Clause in Contracts

Good Faith Determinations. No member of the Board shall be liable, with respect to this Agreement, for any act, whether of commission or omission, taken by any other member of the Board or by any officer, agent, or employee of the Company, nor, excepting circumstances involving his or her own bad faith, for anything done or omitted to be done by himself or herself. The Company shall indemnify and hold harmless each member of the Board from and against any liability or expense hereunder, except in the case of such member's own bad faith. SANDISK CORPORATION, EXECUTIVE a Delaware corporation By: _______________________________________ ______________________________ Name: Xxxxxx Xxxxxxxx Name: Xxx Xxxxxx Title: Executive Vice President and COO

Good Faith Determinations. No member of the Board shall be liable, with respect to this Agreement, for any act, whether of commission or omission, taken by any other member of the Board or by any officer, agent, or employee of the Company, nor, excepting circumstances involving his or her own bad faith, for anything done or omitted to be done by himself or herself. The Company shall indemnify and hold harmless each member of the Board from and against any liability or expense hereunder, except in the case of such member's own bad faith. SANDISK CORPORATION, EXECUTIVE a Delaware corporation By: _______________________________________ ______________________________ Name: Xxx Xxxxxx Xxxxxxxx Name: Xxx Xxxxxx Title: Executive Vice President Chairman and COOCEO

Good Faith Determinations. No member of the Board shall be liable, with respect to this Agreement, for any act, whether of commission or omission, taken by any other member of the Board or by any officer, agent, or employee of the Company, nor, excepting circumstances involving his or her own bad faith, for anything done or omitted to be done by himself or herself. The Company shall indemnify and hold harmless each member of the Board from and against any liability or expense hereunder, except in the case of such member's ’s own bad faith. SANDISK CORPORATION, EXECUTIVE a Delaware corporation EXECUTIVE By: _______________________________________ ______________________________________ Name: Xxxxxx Xxxxxxxx Name: Xxx Xxxxxx Title: Executive Vice President and COODate: Date:

Good Faith Determinations. No member of the Board shall be liable, with respect to this Agreement, for any act, whether of commission or omission, taken by any other member of the Board or by any officer, agent, or employee of the Company, nor, excepting circumstances involving his or her own bad faith, for anything done or omitted to be done by himself or herself. The Company shall indemnify and hold harmless each member of the Board from and against any liability or expense hereunder, except in the case of such member's own bad faith. SANDISK CORPORATION, EXECUTIVE a Delaware corporation By: _______________________________________ ______________________________ Name: Xxx Xxxxxx Xxxxxxxx Name: Xxx Xxxxxx Title: Executive Vice President and COOCEO