Common use of Indemnification for Additional Expenses Incurred to Secure Recovery or as Witness Clause in Contracts

Indemnification for Additional Expenses Incurred to Secure Recovery or as Witness. (a) CCO shall, to the fullest extent permitted by law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against, any and all Expenses and, if requested by Indemnitee, shall (within twenty (20) calendar days of such request) advance such Expenses to Indemnitee, which are actually and reasonably paid or incurred by Indemnitee in connection with any Proceeding brought by Indemnitee concerning (i) indemnification or reimbursement or advance payment of Expenses by CCO under this Agreement, any other agreement, the Certificate of Incorporation or By-laws of CCO as now or hereafter in effect relating to Indemnitee’s Corporate Status; and/or (ii) recovery under any director and officer liability insurance policies maintained by any Outdoor Entity to the fullest extent permitted by law. Indemnitee shall be required to reimburse CCO in the event that a final judicial determination is made that such action brought by Indemnitee was frivolous or not made in good faith. (b) To the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness in any Proceeding to which Indemnitee is not a party, CCO shall, to the fullest extent permitted by law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against all Losses reasonably incurred by Indemnitee or on behalf of Indemnitee in connection therewith.

Indemnification for Additional Expenses Incurred to Secure Recovery or as Witness. (a) CCO The Eloxx Companies shall, to the fullest extent permitted by lawunder Applicable Law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against, any and all Expenses and, if requested by Indemnitee, shall advance on an as-incurred basis (within twenty (20as provided in Section 8 of this Agreement) calendar days of such request) advance such Expenses to Indemnitee, which are actually and reasonably paid or incurred by Indemnitee in connection with any Proceeding action or proceeding or part thereof brought by Indemnitee concerning for (i) indemnification or reimbursement or advance payment of Expenses by CCO the Eloxx Companies under this Agreement, any other agreement, the Certificate of Incorporation or Incorporation, By-laws laws, limited liability company agreement or other governing document of CCO the applicable Eloxx Company as now or hereafter in effect relating to Indemnitee’s Corporate Statuseffect; and/or or (ii) recovery under any director and officer liability insurance policies policy maintained by any Outdoor Entity to the fullest extent permitted by law. Indemnitee shall be required to reimburse CCO in the event that a final judicial determination is made that such action brought by Indemnitee was frivolous or not made in good faithEloxx Company. (b) To the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness (or is forced or asked to respond to discovery requests) in any Proceeding to which Indemnitee is not a party, CCO the Eloxx Companies shall, to the fullest extent permitted by lawunder Applicable Law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against against, and the Eloxx Companies shall advance on an as-incurred basis (as provided in Section 8 of this Agreement), all Losses Expenses reasonably incurred by Indemnitee or on behalf of Indemnitee in connection therewith.

Indemnification for Additional Expenses Incurred to Secure Recovery or as Witness. (a) CCO The Ecovyst Companies shall, to the fullest extent permitted by lawunder Applicable Law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against, any and all Expenses and, if requested by Indemnitee, shall advance on an as-incurred basis (within twenty (20as provided in Section 8 of this Agreement) calendar days of such request) advance such Expenses to Indemnitee, which are actually and reasonably paid or incurred by Indemnitee in connection with any Proceeding action or proceeding or part thereof brought by Indemnitee concerning for (i) indemnification or reimbursement or advance payment of Expenses by CCO the Ecovyst Companies under this Agreement, any other agreement, the Certificate of Incorporation or Incorporation, By-laws laws, limited liability company agreement or other governing document of CCO the applicable Ecovyst Company as now or hereafter in effect relating to Indemnitee’s Corporate Statuseffect; and/or or (ii) recovery under any director and officer liability insurance policies policy maintained by any Outdoor Entity to the fullest extent permitted by law. Indemnitee shall be required to reimburse CCO in the event that a final judicial determination is made that such action brought by Indemnitee was frivolous or not made in good faithEcovyst Entity. (b) To the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness (or is forced or asked to respond to discovery requests) in any Proceeding to which Indemnitee is not a party, CCO the Ecovyst Companies shall, to the fullest extent permitted by lawunder Applicable Law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against against, and the Ecovyst Companies shall advance on an as-incurred basis (as provided in Section 8 of this Agreement), all Losses Expenses reasonably incurred by Indemnitee or on behalf of Indemnitee in connection therewith.

Indemnification for Additional Expenses Incurred to Secure Recovery or as Witness. (a) CCO The Nexeo Companies shall, to the fullest extent permitted by law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against, any and all Expenses and, if requested by Indemnitee, shall advance on an as-incurred basis (within twenty (20as provided in Section 8 of this Agreement) calendar days of such request) advance such Expenses to Indemnitee, which are actually and reasonably paid or incurred by Indemnitee in connection with any Proceeding action or proceeding or part thereof brought by Indemnitee concerning for (i) indemnification or reimbursement or advance payment of Expenses by CCO the Nexeo Companies under this Agreement, any other agreement, the Certificate of Incorporation or By-laws of CCO the applicable Nexeo Company as now or hereafter in effect relating effect, or pursuant to Indemnitee’s Corporate StatusSection 5.5 of the Agreement and Plan of Merger, dated March 21, 2016, by and among the Company, Neon Acquisition Company LLC, Neon Holding Company LLC, Nexeo Solutions Holdings, LLC, TPG Accolade Delaware, L.P. and Nexeo Holdco, LLC; and/or or (ii) recovery under any director and officer liability insurance policies maintained by any Outdoor Entity to the fullest extent permitted by law. Indemnitee shall be required to reimburse CCO in the event that a final judicial determination is made that such action brought by Indemnitee was frivolous or not made in good faithWLR Entity. (b) To the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness (or is forced or asked to respond to discovery requests) in any Proceeding to which Indemnitee is not a party, CCO the Nexeo Companies shall, to the fullest extent permitted by law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against against, and the Nexeo Companies will advance on an as-incurred basis (as provided in Section 8 of this Agreement), all Losses Expenses reasonably incurred by Indemnitee or on behalf of Indemnitee in connection therewith.

Indemnification for Additional Expenses Incurred to Secure Recovery or as Witness. (a) CCO The Quintiles IMS Companies shall, to the fullest extent permitted by law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against, any and all Expenses and, if requested by Indemnitee, shall advance on an as-incurred basis (within twenty (20as provided in Section 8 of this Agreement) calendar days of such request) advance such Expenses to Indemnitee, which are actually and reasonably paid or incurred by Indemnitee in connection with any Proceeding action or proceeding or part thereof brought by Indemnitee concerning for (i) indemnification or reimbursement or advance payment of Expenses by CCO the Quintiles IMS Companies under this Agreement, any other agreement, the Certificate of Incorporation or By-laws of CCO the applicable Quintiles IMS Company as now or hereafter in effect relating effect, or pursuant to Indemnitee’s Corporate StatusSection 5.10 of the Agreement and Plan of Merger, dated as of May 3, 2016, by and between IMS Health Holdings, Inc. and Quintiles Transnational Holdings Inc. (the “May 2016 Merger Agreement”); and/or or (ii) recovery under any director and officer liability insurance policies maintained by any Outdoor Entity to the fullest extent permitted by law. Indemnitee shall be required to reimburse CCO in the event that a final judicial determination is made that such action brought by Indemnitee was frivolous or not made in good faithQuintiles IMS Entity. (b) To the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness (or is forced or asked to respond to discovery requests) in any Proceeding to which Indemnitee is not a party, CCO the Quintiles IMS Companies shall, to the fullest extent permitted by law, indemnify Indemnitee with respect to, and hold Indemnitee harmless from and against against, and the Quintiles IMS Companies will advance on an as-incurred basis (as provided in Section 8 of this Agreement), all Losses Expenses reasonably incurred by Indemnitee or on behalf of Indemnitee in connection therewith.