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 five 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 Bylaws of the Company 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: Indemnification Agreement (Avteam Inc), Indemnification Agreement (Avteam Inc), Indemnification Agreement (2connect Express Inc)

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Indemnification for Additional Expenses. The Without limiting the generality or effect of the foregoing, the Company shall will indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by Indemnitee, shall (will within five two business days of such request) request advance such expenses to Indemnitee, which are any and all attorneys' fees and other Expenses paid or incurred by Indemnitee in connection with any claim 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 Bylaws under any provision of the Company Company's Constituent Documents now or hereafter in effect relating to Claims for Indemnifiable Events Losses 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 13 contracts

Samples: Consulting Contract (CelLynx Group, Inc.), Indemnification Agreement (Houseraising, Inc.), Officer Indemnification Agreement (New Albertsons 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 five 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 certificate of Incorporation incorporation or Bylaws by-laws of the Company 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 9 contracts

Samples: Employment Agreement (Walt Disney Co), Employment Agreement (Walt Disney Co), Indemnification Agreement (Walt Disney 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 five 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 Articles of Incorporation or Bylaws of the Company 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 (Avteam Inc), Indemnification Agreement (General Roofing Services Inc), Indemnification Agreement (General Roofing Services 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 five 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 (whether pursuant to Section 17 of this Agreement or otherwise) for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation Company Bylaw or Bylaws of the Company charter provision 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, 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 6 contracts

Samples: Indemnification Agreement (Liberty Expedia Holdings, Inc.), Indemnification Agreement (CommerceHub, Inc.), Indemnification Agreement (Liberty Broadband Corp)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including without limitation attorneys' fees, subject to Section 20 hereof) and, if requested by Indemnitee, shall (within five ten business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against by or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under law, the Articles, the Bylaws, this Agreement Agreement, or any other agreement or Certificate of Incorporation or Bylaws of the Company 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: Indemnity Agreement (Avalonbay Communities Inc), Indemnity Agreement (Avalonbay Communities Inc), Indemnification Agreement (Avalonbay Communities 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 five 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 (whether pursuant to Section 17 of this Agreement or otherwise) for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation or Bylaws of the Company Bylaw 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 indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 5 contracts

Samples: Indemnification Agreement (Erc Industries Inc /De/), Indemnification Agreement (Pool Energy Services Co), Indemnification Agreement (Fleming Companies Inc /Ok/)

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 five ten business days of such request) advance such expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any claim asserted against or 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 By-law or provision of the Company's Restated Certificate of Incorporation or Bylaws of the Company 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 the 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 (Phytera Inc), Indemnification Agreement (V I Technologies Inc), Indemnification Agreement (EPIX Pharmaceuticals, 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 five 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 (whether pursuant to Section 17 of this Agreement or otherwise) for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation Company Bylaw or Bylaws of the Company charter provision 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, 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 5 contracts

Samples: Indemnification Agreement (Liberty Interactive Corp), Indemnification Agreement (Liberty Splitco, Inc.), Indemnification Agreement (Discovery 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 five 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 (whether pursuant to Section 17 of this Agreement or otherwise) for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation or Bylaws of the Company Bylaw 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 indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 4 contracts

Samples: Indemnification Agreement (Liberty Global, Inc.), Indemnification Agreement (Liberty Global, Inc.), Indemnification Agreement (Liberty Global, 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 five 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 (whether pursuant to Section 17 of this Agreement or otherwise) for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation or Bylaws of the Company Bylaw 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 indemnification, advance expense payment or insurance recovery, as the case may be.

Appears in 4 contracts

Samples: Indemnification Agreement (Unitedglobalcom Inc), Indemnification Agreement (Unitedglobalcom Inc), Indemnification Agreement (Liberty Media International 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 five two business days of such that request) advance such those costs and expenses to Indemnitee, which that are incurred by Indemnitee in connection with any claim claims 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 provision of the Company's Certificate of Incorporation or Bylaws of the Company 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 (Halsey J L Corp), Indemnification Agreement (Halsey J L Corp), Indemnification Agreement (Halsey J L 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 five 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 provision of the Company's Certificate of Incorporation or Bylaws of the Company 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 (Hostopia.com Inc.), Indemnification Agreement (Hostopia.com 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 five 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 Bylaws of the Company 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 (Orthologic Corp), Indemnification Agreement (Orthologic 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 five 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 provision of the Company’s Certificate of Incorporation or Bylaws of the Company 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 (Angiodynamics Inc), Indemnification Agreement (Angiodynamics 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 five 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 under applicable law or the Company's Restated Certificate of Incorporation or Bylaws of the Company 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 (Anheuser Busch Companies Inc), Indemnification Agreement (Anheuser-Busch Companies, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify the Indemnitee against any and all expenses (including attorneys' fees) Expenses actually and reasonably incurred and, if requested in writing by the Indemnitee, shall (within five business thirty days of such request) advance such expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any claim asserted against or in connection with any action brought in good faith by the Indemnitee for involving (i) indemnification the interpretation or advance payment enforcement of Expenses by the Company rights of the Indemnitee under this Agreement or any other agreement or Certificate of Incorporation or Bylaws of the Company bylaw now or hereafter in effect relating to Claims Proceedings for Indemnifiable Events and/or (ii) recovery by the Indemnitee 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 payment or insurance recovery, as the case may be.

Appears in 2 contracts

Samples: Indemnification Agreement (China HGS Real Estate Inc.), Indemnification Agreement (China HGS Real Estate 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 five two business days of such request) advance such expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any claim asserted against or 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 By-law or provision of the Company's Restated Certificate of Incorporation or Bylaws of the Company 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 the 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 (Dyax Corp), Indemnification Agreement (Dyax Corp)

Indemnification for Additional Expenses. The Company shall indemnify the Indemnitee against any and all reasonable expenses (including reasonable attorneys' fees) and, if requested by the Indemnitee, shall (within five two business days of such request) advance such expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any claim asserted against or 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 By-law or provision of the Company's Certificate of Incorporation or Bylaws of the Company 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 the 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 (Clinical Data Inc), Indemnification Agreement (Clinical Data 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 five two business days of such written request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim 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 agreement, bylaw or Certificate of Incorporation or Bylaws of the Company 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 (WPT Enterprises 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 five two business days of such request) advance such expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any claim asserted against or in connection with any action brought by the Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or Agreement, any other agreement or Certificate provision of the Company's Articles of Incorporation or Bylaws of the Company By-laws 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 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 (Maximus 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 five 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 Company Bylaw or the Company's Certificate of Incorporation or Bylaws of the Company now or hereafter in effect relating to Claims for Indemnifiable Events and/or Events, 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 (Promus Hotel Corp)

Indemnification for Additional Expenses. The Company shall indemnify --------------------------------------- Indemnitee against any and all expenses (including without limitation attorneys' fees, subject to Section 20 hereof) and, if requested by Indemnitee, shall (within five ten business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against by or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under law, this Agreement Agreement, or any other agreement or Certificate of Incorporation or Bylaws Bylaw of the Company 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 (Bay Apartment Communities Inc)

Indemnification for Additional Expenses. The Without limiting the generality or effect of the foregoing, the Company shall will indemnify Indemnitee against any and all expenses (including attorneys' fees) and, if requested by IndemniteeIndemnitee in writing, shall (will within five two business days of such request) request advance such expenses to Indemnitee, which are any and all Expenses paid or incurred by Indemnitee in connection with any claim Claim asserted against or in connection with any action brought by Indemnitee for (ia) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or under any provisions of the Certificate of Incorporation or Bylaws of the Company By-Laws now or hereafter in effect relating to Claims for Indemnifiable Events and/or Losses 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 (Laidlaw One 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 five 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 in connection with any action brought in good faith by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or agreement, provision of the Company's Certificate of Incorporation or Bylaws provision of the Company 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 (Gentek 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 five 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 the Company’s Certificate of Incorporation or Bylaws of the Company 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 (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 five 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 (whether pursuant to Section 17 of this Agreement or otherwise) for (ia) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation Company Bylaw or Bylaws of the Company charter provision now or hereafter in effect relating to Claims for Indemnifiable Events and/or or (iib) 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 (Liberty Expedia Holdings, Inc.)

Indemnification for Additional Expenses. The Company shall indemnify the Indemnitee against any and all expenses (including attorneys' fees) actually and reasonably incurred and, if requested by the Indemnitee, shall (within five business days of such request) advance such expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any claim asserted against or in connection with any action brought in good faith by the Indemnitee for involving (i) indemnification the interpretation or advance payment enforcement of Expenses by the Company rights of the Indemnitee under this Agreement or any other agreement or Certificate of Incorporation or Bylaws of the Company bylaw now or hereafter in effect relating to Claims Proceedings for Indemnifiable Events and/or (ii) recovery by the Indemnitee 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 (International Wire Group 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 five 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 Bylaws of the Company now or hereafter in effect relating to Claims for Indemnifiable Indemifiable 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 (Avteam 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 five 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 Articles of Incorporation or Bylaws of the Company now or hereafter in effect relating to Claims claims for Indemnifiable Events Event and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, Company or the Bank regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance expense payment or insurance recoveryrecover, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Fidelity Bancorp Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including without limitation attorneys' fees, subject to Section 20 hereof) and, if requested by Indemnitee, shall (within five ten business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against by or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under law, this Agreement Agreement, or any other agreement or Certificate of Incorporation or Bylaws Bylaw of the Company 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 (Beacon Capital Partners Inc)

Indemnification for Additional Expenses. The To the fullest extent permitted by law, the Company shall indemnify Indemnitee against any and all expenses Expenses (including attorneys' attorney’s fees) and, if requested by Indemnitee, shall (within five two business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim 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 agreement, the Company’s Bylaws, or Certificate Articles of Incorporation or Bylaws of the Company 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, Expense advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Datalink 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 five two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against by or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under law, this Agreement Agreement, or any other agreement or Certificate Bylaw or Article of Incorporation or Bylaws of the Company 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 (Internet America 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 five (5) 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 in good faith by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or agreement, provision of the Company's Certificate of Incorporation or Bylaws provision of the Company 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 (Gentek 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 five 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 Articles of Incorporation or Bylaws of the Company 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 (Goodnoise 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 five two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against by or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under law, this Agreement Agreement, or any other agreement or Certificate of Incorporation or Bylaws By-law of the Company 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 (Netpliance Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all costs and expenses (including attorneys' and expert witnesses' fees) and, if requested by Indemnitee, shall (within five two business days of such that request) advance such those costs and expenses to Indemnitee, which that 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 Bylaws provision of the Company Company's charter or by-laws 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 1 contract

Samples: Indemnification Agreement (Champion Communication Services 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 five ten (10) business days of such request) advance to Indemnitee such expenses to Indemnitee, which that 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 expenses by the Company under this Agreement or any other agreement or Certificate of Incorporation Articles or Bylaws of the Company now or hereafter in effect relating to Claims claims for Indemnifiable Events Event and/or (ii) recovery under any directors' and officers' liability insurance policies maintained by the Company, Company or the Bank 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 (CBM Bancorp, 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 five two business days of such request) advance such expenses to Indemnitee, the Indemnitee which are incurred by the Indemnitee in connection with any claim asserted against or 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 Certificate Company By-law or the Company's Restated Articles of Incorporation or Bylaws of the Company 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 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 (Hanover Direct Inc)

Indemnification for Additional Expenses. The To the fullest extent permitted by law, the Company shall indemnify Indemnitee against any and all expenses Expenses (including attorneys' attorney's fees) and, if requested by Indemnitee, shall (within five two business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim 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 agreement, the Company's Bylaws, or Certificate Articles of Incorporation or Bylaws of the Company 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, Expense advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Datalink Corp)

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 five ten business days of such request) advance such expenses to the Indemnitee, which are incurred by the Indemnitee in connection with any claim asserted against or 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 By-law or provision of the Company's Certificate of Incorporation or Bylaws of the Company 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 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 (Genaissance Pharmaceuticals Inc)

Indemnification for Additional Expenses. The Company shall indemnify Indemnitee against any and all expenses (including without limitation attorneys' fees, subject to Section 20 hereof) and, if requested by Indemnitee, shall (within five ten business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against by or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under law, the Articles, the Bylaws, this Agreement Agreement, or any other agreement or Certificate of Incorporation or Bylaws of the Company 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 (Avalonbay Communities Inc)

Indemnification for Additional Expenses. The To the fullest extent permitted by law, the Company shall indemnify Indemnitee against any and all expenses Expenses (including attorneys' attorney's fees) and, if requested by Indemnitee, shall (within five two business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim 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 agreement, the Company's Bylaws, or Certificate of Incorporation or Bylaws of the Company 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, Expense advance expense payment or insurance recovery, as the case may be.

Appears in 1 contract

Samples: Indemnification Agreement (Primegg 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 five two business days of such request) advance such expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against by or in connection with any action brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under law, this Agreement Agreement, or any other agreement or Certificate of Incorporation or Bylaws By-law of the Company 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 (Citadel Security Software Inc)

Indemnification for Additional Expenses. The To the fullest extent permitted by applicable law, the Company shall indemnify Indemnitee against any and all expenses (including attorneys' fees) Expenses and, if requested by Indemnitee, shall (within five business days of such request) advance such expenses Expenses to Indemnitee, which are incurred by Indemnitee in connection with any claim asserted against action or in connection with any action proceeding brought by Indemnitee for (i) indemnification or advance payment of Expenses by the Company under this Agreement or any other agreement or under the Certificate of Incorporation or Bylaws By-Laws of the Company 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 (Occidental Petroleum Corp /De/)

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