Indemnification for Costs, Charges and Expenses of Successful Party. Notwithstanding the limitations of Sections 3 and 4, to the extent that the Indemnitee is successful, on the merits or otherwise, in whole or in part, in defense of any Proceeding or in defense of any claim, issue or matter therein, including, without limitation, the dismissal of any action without prejudice, or if it is ultimately determined that the Indemnitee is otherwise entitled to be indemnified against Expenses, the Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by the Indemnitee in connection therewith.
Appears in 3 contracts
Samples: Indemnification Agreement (EnerSys), Indemnification Agreement (Minerals Technologies Inc), Indemnification Agreement (Vanda Pharmaceuticals Inc.)
Indemnification for Costs, Charges and Expenses of Successful Party. Notwithstanding the any limitations of Sections 3 and 44 above, to the extent that the Indemnitee is has been successful, on the merits or otherwise, in whole or in part, in defense of any Proceeding Proceeding, or in defense of any claim, issue or matter therein, including, without limitation, the dismissal of any action without prejudice, or if it is ultimately determined that the Indemnitee is otherwise entitled to be indemnified against Expenses, the Indemnitee shall be indemnified against all Expenses actually and reasonably incurred or suffered by the Indemnitee in connection therewith.
Appears in 2 contracts
Samples: Indemnification Agreement (Charter Communications, Inc. /Mo/), Indemnification Agreement (Charter Communications, Inc. /Mo/)
Indemnification for Costs, Charges and Expenses of Successful Party. Notwithstanding the limitations of Sections 3 and 44 above, to the extent that the Indemnitee is has been successful, on the merits or otherwise, in whole or in part, in defense of any Proceeding (including any Proceeding brought by or on behalf of the Company) or in defense of any claim, issue or matter therein, including, without limitation, the dismissal of any action without prejudice, or if it is ultimately determined that the Indemnitee is otherwise entitled to be indemnified against Expenses, the Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by the Indemnitee or suffered in connection therewith.
Appears in 2 contracts
Samples: Indemnification Agreement (Cytyc Corp), Indemnification Agreement (Cytyc Corp)
Indemnification for Costs, Charges and Expenses of Successful Party. Notwithstanding the any limitations of Sections Section 3 and 44 above, to the extent that the Indemnitee is has been successful, on the merits or otherwise, in whole or in part, in defense of any Proceeding Proceeding, or in defense of any claim, issue or matter therein, including, without limitation, the dismissal of any action without prejudice, or if it is ultimately determined that the Indemnitee is otherwise entitled to be indemnified against Expenses, the Indemnitee shall be indemnified against all Expenses actually and reasonably incurred or suffered by the Indemnitee in connection therewith.
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