Common use of Governing Law; Binding Effect; Amendment and Termination Clause in Contracts

Governing Law; Binding Effect; Amendment and Termination. (a) This Agreement shall be interpreted and enforced in accordance with the laws of the State of Missouri, without reference to its rules governing conflicts of laws. (b) This Agreement shall be binding upon the Director and the Company and shall inure to the benefit of the Director, his heirs, personal representatives and assigns and to the benefit of the Company, its successors and assigns. (c) In the event that the Company shall make any payment to or on behalf of the Director under the terms of this Agreement, whether in satisfaction of any judgment, payment in settlement, reimbursement of expenses, or otherwise, the Company shall succeed to, and have by way of subrogation, all of the rights theretofore possessed by the Director against any other person, firm or corporation for or on account of the lawsuit, claim or matter in respect of which the payment was made, including, without limitation, full subrogation to any claim or right the Director had or may have had against any insurance company providing D&O Insurance to the Company, its officers and directors. (d) No amendment, modification, termination or cancellation of this Agreement shall be effective unless in writing signed by both parties hereto. * * * * *

Appears in 5 contracts

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

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Governing Law; Binding Effect; Amendment and Termination. (a) This Agreement shall be interpreted and enforced in accordance with the laws of the State state of Missouri, without reference to its rules governing conflicts of laws. (b) This Agreement shall be binding upon the Director and the Company and shall inure to the benefit of the Director, his heirs, personal representatives and assigns and to the benefit of the Company, its successors and assigns. (c) In the event that the Company shall make any payment to or on behalf of the Director under the terms of this Agreement, whether in satisfaction of any judgment, payment in settlement, reimbursement of expenses, or otherwise, the Company shall succeed to, and have by way of subrogation, all of the rights theretofore possessed by the Director against any other person, firm or corporation for or on account of the lawsuit, claim or matter in respect of which the payment was made, including, without limitation, full subrogation to any claim or right the Director had or may have had against any insurance company providing D&O Insurance to the Company, its officers and directors. (d) No amendment, modification, termination or cancellation of this Agreement shall be effective unless in writing signed by both parties hereto. * * * * *.

Appears in 1 contract

Samples: Indemnification Agreement (Esco Technologies Inc)

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Governing Law; Binding Effect; Amendment and Termination. (a) This Agreement shall be interpreted and enforced in accordance with the laws of the State of Missouri, without reference to its rules governing conflicts of laws. (b) This Agreement shall be binding upon the Director and the Company and shall inure to the benefit of the Director, his heirs, personal representatives and assigns and to the benefit of the Company, its successors and assigns. (c) In the event that the Company shall make any payment to or on behalf of the Director under the terms of this Agreement, whether in satisfaction of any judgment, payment in settlement, reimbursement of expenses, or otherwise, the Company shall succeed to, and have by way of subrogation, all of the rights theretofore possessed by the Director against any other person, firm or corporation for or on account of the lawsuit, claim or matter in respect of which the payment was made, including, without limitation, full subrogation to any claim or right the Director had ha or may have had against any insurance company providing D&O Insurance to the Company, its officers and directors. (d) No amendment, modification, termination or cancellation of this Agreement shall be effective unless in writing signed by both parties hereto. * * * * *

Appears in 1 contract

Samples: Indemnification Agreement (Dti Holdings Inc)

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