Common use of Indemnification for Additional Expenses Clause in Contracts

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 22 contracts

Samples: Employment Agreement (Western Gas Resources Inc), Employment Agreement (Western Gas Resources Inc), Indemnification Agreement (Belden CDT Inc.)

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Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or By-law of the Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense expenses payment or insurance recovery, as the case may be.

Appears in 20 contracts

Samples: Indemnification Agreement (ChyronHego Corp), Indemnification Agreement (ChyronHego Corp), Indemnification Agreement (Misonix Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 18 contracts

Samples: Director and Officer Indemnification Agreement (Triangle Petroleum Corp), Indemnification Agreement (Kansas City Power & Light Co), Indemnification Agreement (Cherokee International Corp)

Indemnification for Additional Expenses. The Company shall indemnify --------------------------------------- Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two (2) business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw bylaw now or hereafter in effect relating to Claims claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 9 contracts

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

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are reasonably incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or By-law of the Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 8 contracts

Samples: Indemnification Agreement (Collective Brands, Inc.), Indemnification Agreement (Collective Brands, Inc.), Indemnification Agreement (Collective Brands, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which that are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification of Expenses or Judgments or advance payment of Expenses by the Company under this Agreement or under any other agreement agreement, the Company's articles, statute or Company Bylaw rule of law now or hereafter in effect relating to Claims for Indemnifiable Events and/or and (ii) recovery under any directors' and officers' liability insurance policy or policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 7 contracts

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

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 7 contracts

Samples: Indemnification Agreement (Duck Creek Technologies, Inc.), Indemnification Agreement (Belden CDT Inc.), Indemnification Agreement (CHINA MOBILITY SOLUTIONS, INC. (Formerly Xin Net Corp.))

Indemnification for Additional Expenses. The To the fullest extent provided by law, the Company shall indemnify Indemnitee against any and all expenses Expenses (including attorneys' fees) and, if requested in writing by Indemnitee, shall (within two ten business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment the enforcement of Expenses by the Company under this Agreement or the Articles or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 7 contracts

Samples: Employment Agreement (DXC Technology Co), Employment Agreement (DXC Technology Co), Indemnification Agreement (Inuvo, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by IndemniteeIndemnitee in writing, shall (within two business days of such written request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any Claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement agreement, bylaw or Company Bylaw charter document now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 6 contracts

Samples: Indemnification Agreement (Pokertek, Inc.), Indemnification Agreement (Pokertek, Inc.), Indemnification Agreement (Pokertek, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees’ fees and retainers) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-Law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 6 contracts

Samples: Indemnification Agreement (GNC Holdings, Inc.), Indemnification Agreement (GNC Holdings, Inc.), Indemnification Agreement (General Nutrition Centers Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two five business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 5 contracts

Samples: Indemnification Agreement (Stryker Corp), Indemnification Agreement (Stryker Corp), Indemnification Agreement (Stryker Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 4 contracts

Samples: Indemnification Agreement (Signature Group Holdings Inc), Indemnification Agreement (Nptest Inc), Indemnification Agreement (Zilog Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 4 contracts

Samples: Indemnification Agreement (Venture Stores Inc), Indemnification Agreement (Allied Healthcare Products Inc), Indemnification Agreement (Venture Stores Inc)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to Indemnitee, subject to and in accordance with Section 2, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (ia) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw provision of the certificate of incorporation or by-laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or and (iib) recovery under any directors' and officers' liability insurance policies maintained by the Company, in each case, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance, or insurance recovery, as the case may be.

Appears in 3 contracts

Samples: Indemnification Agreement (Healthcare Royalty, Inc.), Indemnification Agreement (VG Acquisition Corp.), Indemnification Agreement (Vertiv Holdings Co)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Indemnification Agreement or any other agreement agreement, the Articles or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events Events, and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, Company regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense Expense payment or insurance recovery, as the case may be.

Appears in 3 contracts

Samples: Indemnification Agreement (Telomir Pharmaceuticals, Inc.), Indemnification Agreement (Mira Pharmaceuticals, Inc.), Indemnification Agreement (Helios Technologies, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, the Indemnitee against any and all expenses (including attorneys' fees) Indemnifiable Expenses and, if requested by the Indemnitee, shall (within two business days of such request) advance such expenses Indemnifiable Expenses to Indemniteethe Indemnitee subject to and in accordance with Section 2(b) and (d), which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events provision of the Company’s Bye-Laws and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 3 contracts

Samples: Indemnification Agreement (Travelport Worldwide LTD), Indemnification Agreement (Travelport LTD), Indemnification Agreement (Travelport LTD)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee Indemnitees against any and all expenses Expenses (including attorneys' fees) and, if requested by such Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company or advance of expenses under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether such Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 3 contracts

Samples: Indemnification Agreement (Napco Security Technologies, Inc), Indemnification Agreement (Napco Security Systems Inc), Indemnification Agreement (Napco Security Systems Inc)

Indemnification for Additional Expenses. The Company Companies, jointly and severally shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Companies under this Agreement or any other agreement or Company Bylaw the Companies’ bylaws now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the CompanyCompanies, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 3 contracts

Samples: Indemnification Agreement (Mobile Storage Group Inc), Indemnification Agreement (Mobile Storage Group Inc), Indemnification Agreement (Mobile Storage Group Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two ten business days of such that request) advance such those costs and expenses to Indemnitee, which that are incurred by Indemnitee in connection with any claims asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw provision of the Company’s Certificate of Incorporation or Bylaws now or hereafter in effect relating to Claims for Indemnifiable Events and/or or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such that indemnification, advance expense payment payment, or insurance recovery, as the case may be.

Appears in 3 contracts

Samples: Indemnification Agreement (Global Defense Technology & Systems, Inc.), Indemnification Agreement (Global Defense Technology & Systems, Inc.), Indemnification Agreement (Phosphate Holdings, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all reasonable expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Charter or By-Law provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Iasis Healthcare Corp), Indemnification Agreement (Biltmore Surgery Center Holdings Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which that are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification of Expenses or Judgments or advance payment of Expenses by the Company under this Agreement or under any other agreement agreement, the Company's Certificate of Incorporation, statute or Company Bylaw rule of law now or hereafter in effect relating to Claims for Indemnifiable Events and/or and (ii) recovery under any directors' and officers' liability insurance policy or policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Om Group Inc), Indemnification Agreement (Gardner Denver Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee to the fullest extent permitted by law against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which that are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification of Expenses or Judgments or advance payment of Expenses by the Company under this Agreement or under any other agreement agreement, the Company's Bye-laws, statute or Company Bylaw rule of law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policy or policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense Expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Cooper Industries LTD), Indemnification Agreement (Cooper Industries LTD)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Charter or By-Law provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Stockholders Agreement (Hayes Wheels International Inc), Indemnification Agreement (Hayes Lemmerz International Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two five (5) business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw the Articles of Association, now or hereafter later in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' directors and officers' officers liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment payment, or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Employment Agreement (Wright Medical Group N.V.), Indemnification Agreement (Wright Medical Group N.V.)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to Indemnitee, subject to and in accordance with Section 2, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (ia) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw provision of the Charter now or hereafter in effect relating to Claims for Indemnifiable Events and/or Events, and (iib) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance, or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Noble Corp PLC), Indemnification Agreement (Noble Finance Co)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which that are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification of Expenses or Judgments or advance payment of Expenses by the Company under this Agreement or under any other agreement agreement, the Company’s articles, statute or Company Bylaw rule of law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policy or policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (USA Synthetic Fuel Corp), Indemnification Agreement (USA Synthetic Fuel Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Lasalle Partners Inc), Indemnification Agreement (Lasalle Partners Inc)

Indemnification for Additional Expenses. The Company shall --------------------------------------- indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (advance to Indemnitee within two business days of after any such request) advance such expenses to Indemnitee, which are any and all Expenses incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for arising in whole or in part out of Indemnifiable Events and/or or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Tci Satellite Entertainment Inc), Indemnification Agreement (Tci Satellite Entertainment Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' attorney's fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification of Expenses or Judgments or advance payment of Expenses by the Company under this Agreement or under any other agreement agreement, the Company's Regulations, statute or Company Bylaw rule of law now or hereafter in effect relating to Claims claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policy or policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Robbins & Myers Inc), Indemnification Agreement (Amcast Industrial Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw the Company’s Certificate of Incorporation or by-laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Franklin Resources Inc), Indemnification Agreement (Franklin Resources Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw the Company’s By-laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (American Medical Alert Corp), Indemnification Agreement (Comverse Technology Inc/Ny/)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two five (5) business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw the Certificate of Incorporation or By-laws, now or hereafter later in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' directors and officers' officers liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment payment, or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Employment Agreement (Wright Medical Group Inc), Indemnification Agreement (Wright Medical Group Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two 2 business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment payment, or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Directors Indemnification Agreement (Boise Cascade Corp), Directors Indemnification Agreement (Boise Cascade Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of advance to Indemnitee such request) advance such expenses to Indemnitee, Expenses which are incurred by Indemnitee in connection with any action or other proceeding brought by Indemnitee for (i) indemnification (in accordance with Section 2(a)) or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw provision of the Certificate or Bylaws now or hereafter (as the Certificate and Bylaws may be amended from time to time) in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Health Net Inc), Indemnification Agreement (Health Net Inc)

Indemnification for Additional Expenses. The Company shall indemnify the Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by the Indemnitee, shall (within two 5 business days of such request) advance such expenses Expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses by the Company Expense Advances under this Agreement or any other agreement or Company Bylaw charter or bylaw provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or Events, or (ii) recovery recovering under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense Expense Advance payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnity Agreement (Zix Corp), Indemnification Agreement (Zix Corp)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, the Indemnitee against any and all expenses (including attorneys' fees) Indemnifiable Expenses and, if requested by the Indemnitee, shall (within two business days of such request) advance such expenses Indemnifiable Expenses to Indemniteethe Indemnitee subject to and in accordance with Section 2(b) and (d), which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events provision of the Operating Agreement and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Och-Ziff Capital Management Group LLC), Indemnification Agreement (Travelport LTD)

Indemnification for Additional Expenses. The Subject to Section 2(b), the Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees’ fees and retainers) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-Law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Linens Holding Co.), Indemnification Agreement (Linens Holding Co.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which that are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-Law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (Utek Corp), Indemnification Agreement (Health Care Reit Inc /De/)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two ten business days of such request) advance such expenses to Indemnitee, which are reasonably incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Expense Advances under this Agreement or any other agreement or Company Bylaw charter or bylaw provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or Events, or (ii) recovery recovering under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification & Liability (Houston Wire & Cable CO)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-Law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Directors’ Indemnification Agreement (Owens Corning)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to IndemniteeIndemnitee subject to and in accordance with Section 2(b), which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement Company Amended and Restated By-law or Company Bylaw provision of the Company’s Amended and Restated Certificate of Incorporation now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (GateHouse Media, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted by or action brought by Indemnitee for (i) indemnification or advance payment of Expenses expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Osullivan Industries Holdings Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' attorney's fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted by or action brought by Indemnitee for for: (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification & Liability (Ensco International Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two (2) business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Charter Document now or hereafter in effect relating to Claims for Indemnifiable Events Events; and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Vyyo Inc)

Indemnification for Additional Expenses. The Company Corporation shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which Indemnitee as are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Corporation under this Agreement or any other agreement or Company Bylaw Corporation By-Law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and ’ or officers' liability insurance policies maintained by the CompanyCorporation, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Director Indemnification Agreement (Mueller Water Products, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (ia) indemnification or advance payment of Expenses by the Company under this Agreement Agreement, the Company’s By-Laws or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events Events, and/or (iib) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Digi International Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses Expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two ten (10) business days of such written request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Nash Finch Co)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-Law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Directors' Indemnification Agreement (Owens Corning)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or By-law of the Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense expenses payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Misonix Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Indemnification Agreement or any other agreement or Company Bylaw the Company's By-laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, Company regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Checkers Drive in Restaurants Inc /De)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and), if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation or By-Laws of the Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events Events; and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Boston Scientific Corp)

Indemnification for Additional Expenses. The Company shall --------------------------------------- indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two (2) business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw bylaw now or hereafter in effect relating to Claims claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Chatcom Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two (2) business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification & Liability (Genesis Healthcare, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to IndemniteeIndemnitee subject to and in accordance with Section 2(b), which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement provision of the Company’s Amended and Restated By-laws or Company Bylaw Amended and Restated Certificate of Incorporation now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Graftech International LTD)

Indemnification for Additional Expenses. The Company shall indemnify the Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by the Indemnitee, shall (within two 5 business days of such request) advance such expenses Expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses by the Company Expense Advances under this Agreement or any other agreement or Company Bylaw (or subsidiary) charter or bylaw provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or Events, or (ii) recovery recovering under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense Expense Advance payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Zix Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Charter Document now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Vyyo Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all reasonable expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Charter or By-Law provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and executive officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (IASIS Finance Texas Holdings, LLC)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' attorney's fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted by or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnity Agreement (Cs Wireless Systems Inc)

Indemnification for Additional Expenses. The Company shall indemnify --------------------------------------- Indemnitee against any and all expenses (including attorneys' attorney's fees) and, if requested by Indemnitee, shall (within two (2) business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw bylaw now or hereafter in effect relating to Claims claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Chatcom Inc)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, the Indemnitee against any and all expenses (including attorneys' fees) Indemnifiable Expenses and, if requested by the Indemnitee, shall (within two business days of such request) advance such expenses Indemnifiable Expenses to Indemniteethe Indemnitee subject to and in accordance with Section 2(b) and (d), which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events provision of the Operating Agreement and/or (ii) recovery under any directors' directors and officers' officers liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Fortress Investment Group LLC)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Bye-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Nabors Industries LTD)

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Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to IndemniteeIndemnitee subject to and in accordance with Section 2(b), which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement provision of the Company's Amended and Restated Bylaws or Company Bylaw provision of the Company's Articles of Incorporation now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Abraxas Petroleum Corp)

Indemnification for Additional Expenses. The Company Corporation shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two five (5) business days of such request) advance such expenses Expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Corporation under this Agreement or any other agreement agreement, the Articles or Company any Corporation Bylaw now or hereafter in effect relating to Claims Proceedings for Indemnifiable Events Events, and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, Corporation regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Regency Centers Lp)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, the Indemnitee against any and all expenses (including attorneys' fees) Indemnifiable Expenses and, if requested by the Indemnitee, shall (within two business days of such request) advance such expenses Indemnifiable Expenses to Indemniteethe Indemnitee subject to and in accordance with Sections 2(b) and (d), which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Abm Industries Inc /De/)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including reasonable attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Charter Document now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (CR Acquisition Corp.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested Upon request by Indemnitee, Company shall (within two business days of such request) advance such to Indemnitee any and all expenses to Indemnitee, which (including attorneys' fees) that are reasonably incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Expense Advances under this Agreement or any other agreement agreement, Certificate of Incorporation provision or By-law of the Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company. If successful in whole or in part, regardless of whether the Company shall indemnify Indemnitee ultimately is determined to be entitled to against any and all such indemnificationexpenses. If wholly unsuccessful, advance expense payment or insurance recovery, as the case may beIndemnitee shall promptly reimburse Company for all advances by Company hereunder.

Appears in 1 contract

Samples: Indemnification Agreement (Amc Entertainment Inc)

Indemnification for Additional Expenses. The Company Corporation shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two (2) business days of such request) request advance such expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Corporation under this Agreement or any other agreement or Company Bylaw Corporate By-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the CompanyCorporation, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, recovery as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Oneok Inc /New/)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw by-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Anixter International Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw the By-laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Infrasource Services Inc)

Indemnification for Additional Expenses. The Company shall indemnify the Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by the Indemnitee, shall (within two 10 business days of such request) advance such expenses Expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses by the Company Expense Advances under this Agreement or any other agreement or Company Bylaw charter or bylaw provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or Events, or (ii) recovery recovering under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense Expense Advance payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Zix Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to IndemniteeIndemnitee subject to and in accordance with Section 2(b), which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw By-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Neopharm Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw Charter or By-law provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery ii)recovery under any directors' and officers' , liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Carpenter Technology Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw by-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Anixter International Inc)

Indemnification for Additional Expenses. The Company shall --------------------------------------- indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification of Expenses or Judgments or advance payment of Expenses by the Company under this Agreement or under any other agreement agreement, the Company's Regulations, statute or Company Bylaw rule of law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policy or policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Mead Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement Agreement, the Certificate or any other agreement or Company Bylaw now or hereafter in effect the By-laws relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, to the fullest extent permitted by law, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Armstrong Flooring, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, the Indemnitee against any and all expenses (including attorneys' fees) Indemnifiable Expenses and, if requested by the Indemnitee, shall (within two business days of such request) advance such expenses Indemnifiable Expenses to Indemniteethe Indemnitee subject to and in accordance with Section 2(b) and (d), which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events provision of the By-Laws and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (E-Z-Em, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Indemnification Agreement or any other agreement or Company Bylaw the Company's Articles of Incorporation now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, Company regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Vision Twenty One Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-law or Certificate of Incorporation Article now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Western United Financial Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim aserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or By-law of the Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense expenses payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Loan Agreement (Chyron Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw the Company's By-laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Comverse Technology Inc/Ny/)

Indemnification for Additional Expenses. The Company shall indemnify ---------------------------------------- Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Employment Agreement (Western Gas Resources Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Allied Healthcare Products Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or By-law of the Company Bylaw now or hereafter in effect relating relat­ing to Claims for Indemnifiable Events and/or (ii) recovery under any directorsdi­rectors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance in­surance recovery, as the case may be.. ​

Appears in 1 contract

Samples: Indemnification Agreement (Foot Locker, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (iiiii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Employment Agreement (Western Gas Resources Inc)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to Indemnitee, subject to and in accordance with Section 2, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (ia) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw provision of the Certificate of Incorporation now or hereafter in effect relating to Claims for Indemnifiable Events and/or and (iib) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance, or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (DESRI Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or and for (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (United Usn Inc)

Indemnification for Additional Expenses. The Company shall indemnify the Indemnitee against any and all expenses (including attorneys' fees) and, if requested by the Indemnitee, shall (within two ten business days of such request) advance such expenses to Indemnitee, the Indemnitee which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Talbert Medical Management Holdings Corp)

Indemnification for Additional Expenses. The Company Corporation shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two (2) business days of such request) request advance such expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any claim asserted against or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Corporation under this Agreement or any other agreement or Company Corporate Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the CompanyCorporation, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, recovery as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Oneok Inc /New/)

Indemnification for Additional Expenses. The To the fullest extent provided by law, the Company shall indemnify Indemnitee against any and all expenses Expenses (including attorneys' fees) and, if requested in writing by Indemnitee, shall (within two ten business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment the enforcement of Expenses by the Company under this Agreement or the Articles or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Computer Sciences Corp)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, the Indemnitee against any and all expenses (including attorneys' fees) Indemnifiable Expenses and, if requested by the Indemnitee, shall (within two business days of such request) advance such expenses Indemnifiable Expenses to Indemniteethe Indemnitee subject to and in accordance with Sections 2(b) and (d), which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Shuffle Master Inc)

Indemnification for Additional Expenses. The Company shall indemnify indemnify, or cause the indemnification of, the Indemnitee against any and all expenses (including attorneys' fees) Indemnifiable Expenses and, if requested by the Indemnitee, shall (within two business days of such request) advance such expenses Indemnifiable Expenses to Indemniteethe Indemnitee subject to and in accordance with Section 2(b) and (e), which are incurred by the Indemnitee in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events provision of the Operating Agreement and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether the Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Sculptor Capital Management, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement agreement, Company By-law or Company Bylaw provision in the Charter now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (21st Century Telecom Services, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses Expenses, and (including attorneys' fees) and, if requested by Indemnitee, ) shall (within two business days of such request) advance such expenses Expenses to IndemniteeIndemnitee subject to and in accordance with Section 2(b), which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses an Expense Advance by the Company under this Agreement or any other agreement or Company Bylaw the Bylaws now or hereafter in effect relating to Claims for Indemnifiable Events Events, and/or (ii) recovery under any directors' and officers' liability insurance policy or policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment Expense Advance or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Computer Vision Systems Laboratories Corp.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or By-law of the Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Foot Locker, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses Expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted or action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Todd Shipyards Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all reasonable expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action arbitration brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-law now or of hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Egenera, Inc.)

Indemnification for Additional Expenses. The Company shall shall, to the maximum extent permitted by law, indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within two ten business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company Expense Advances under this Agreement or any other agreement or Company Bylaw charter or by-law provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or Covered Events, or (ii) recovery recovering under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Encore Wire Corp)

Indemnification for Additional Expenses. The Company shall indemnify --------------------------------------- Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw By-law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Wavesplitter Technologies Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two five (5) business days of such request) advance such expenses to Indemnitee, Indemnitee which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement Agreement, the By-Laws or any other agreement or Company Bylaw By-Law now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Urs Corp /New/)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (within two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Company Bylaw the By-laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Infrasource Services Inc)

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