Common use of Indemnification and Insurance; Legal Expenses Clause in Contracts

Indemnification and Insurance; Legal Expenses. During the Term and so long as the Executive has not breached any of his or her obligations set forth in Sections 7 and 8, the Company and Parent shall indemnify the Executive to the fullest extent permitted by the laws of Delaware and Luxembourg, respectively, as in effect at the time of the subject act or omission, and shall advance to the Executive reasonable attorneys’ fees and expenses as such fees and expenses are incurred (subject to an undertaking from the Executive to repay such advances if it shall be finally determined by a judicial decision which is not subject to further appeal that the Executive was not entitled to the reimbursement of such fees and expenses) and Executive shall be entitled to the protection of any insurance policies the Company and/or Parent shall maintain generally for the benefit of their respective directors and officers (“Directors and Officers Insurance”) against all costs, charges and expenses incurred or sustained by Executive in connection with any action, suit or proceeding to which Executive may be made a party by reason of his or her being or having been a director, officer or employee of the Company or any of its Affiliates or his or her serving or having served any other enterprise as a director, officer or employee at the request of the Company (other than any dispute, claim or controversy arising under or relating to this Agreement). The Company and/or Parent will maintain during the Term for the benefit of the Executive (in his or her capacity as an officer and/or director of the Company and Parent, as applicable) Directors and Officers Insurance providing customary benefits to the Executive.

Indemnification and Insurance; Legal Expenses. During the Term and so long as the Executive has not breached any of his or her the Executive’s obligations set forth in Sections 7 and 8, the Company and Parent shall indemnify the Executive to the fullest extent permitted by the laws of Delaware and Luxembourg, respectivelythe State of Delaware, as in effect at the time of the subject act or omission, and shall advance to the Executive reasonable attorneys’ fees and expenses as such fees and expenses are incurred (subject to an undertaking from the Executive to repay such advances if it shall be finally determined by a judicial decision which is not subject to further appeal that the Executive was not entitled to the reimbursement of such fees and expenses) and the Executive shall be entitled to the protection of any insurance policies the Company and/or Parent shall elect to maintain generally for the benefit of their respective its directors and officers (“Directors and Officers Insurance”) against all costs, charges and expenses incurred or sustained by the Executive in connection with any action, suit or proceeding to which the Executive may be made a party by reason of his or her the Executive being or having been a director, officer or employee of the Company or any of its Affiliates subsidiaries or his or her the Executive serving or having served any other enterprise as a director, officer or employee at the request of the Company (other than any dispute, claim or controversy arising under or relating to this Agreement). The Company and/or Parent will covenants to maintain during the Term for the benefit of the Executive (in his or her the Executive’s capacity as an officer and/or and director of the Company and Parent, as applicableCompany) Directors and Officers Insurance providing customary benefits to the Executive.

Indemnification and Insurance; Legal Expenses. During the Term and so long as the Executive has not breached any of his or her obligations set forth in Sections 7 8 and 89, the Company and Parent shall indemnify the Executive to the fullest extent permitted by the laws of Delaware and Luxembourg, respectivelythe State of Delaware, as in effect at the time of the subject act or omission, and shall advance to the Executive reasonable attorneys’ ' fees and expenses as such fees and expenses are incurred (subject to an undertaking from the Executive to repay such advances if it shall be finally determined by a judicial decision which is not subject to further appeal that the Executive was not entitled to the reimbursement of such fees and expenses) and Executive he shall be entitled to the protection of any insurance policies the Company and/or Parent shall elect to maintain generally for the benefit of their respective its directors and officers (“"Directors and Officers Insurance”") against all costs, charges and expenses incurred or sustained by Executive him in connection with any action, suit or proceeding to which Executive he may be made a party by reason of his or her being or having been a director, officer or employee of the Company or any of its Affiliates subsidiaries or his or her serving or having served any other enterprise as a director, officer or employee at the request of the Company (other than any dispute, claim or controversy arising under or relating to this Agreement). The Company and/or Parent will covenants to maintain during the Term for the benefit of the Executive (in his or her capacity as an officer and/or and director of the Company and Parent, as applicableCompany) Directors and Officers Insurance providing customary benefits to the Executive.