Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To the extent that Indemnitee is a party to or a participant in and is successful (on the merits or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses in connection therewith. To the extent permitted by applicable law, if Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of one or more but fewer than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 10 contracts
Samples: Indemnification Agreement (Aerohive Networks, Inc), Indemnification Agreement (Rimini Street, Inc.), Indemnification Agreement (Loop Industries, Inc.)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provisions of this Agreement and except as provided in Section 7, to the extent that Indemnitee is a party to or a participant in any Proceeding and is successful (on the merits in such Proceeding or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or her in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of successful as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or her or on his or her behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 9 contracts
Samples: Indemnification Agreement (Chiasma, Inc), Indemnification Agreement (GrubHub Inc.), Indemnification Agreement (Control4 Corp)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provisions of this Agreement and except as provided in Section 7, to the extent that Indemnitee is a party to or a participant in any Proceeding and is successful (on the merits in such Proceeding or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or her in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of successful as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by Indemnitee or on his or her behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlementmotion for summary judgment, settlement (with or without court approval), or upon a plea of nolo contendere or its equivalent shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 7 contracts
Samples: Indemnification Agreement (Twilio Inc), Indemnification Agreement (Slack Technologies, Inc.), Indemnification Agreement (Slack Technologies, Inc.)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is is, by reason of his Corporate Status, a party to or a participant in and is successful (successful, on the merits or otherwise) , in defense of any Proceeding or any claimProceeding, issue or matter therein, the Company he shall indemnify Indemnitee be indemnified against all Expenses actually and reasonably incurred by him or on his behalf in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses expenses actually and reasonably incurred by him or on his behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 6 contracts
Samples: Indemnification Agreement (Lydall Inc /De/), Employment Agreement (Lydall Inc /De/), Employment Agreement (Lydall Inc /De/)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To the extent that Indemnitee is a party to or a participant in and is successful (on the merits or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses in connection therewith. To the extent permitted by applicable law, if Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of one or more but fewer than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue issuer or matter. For purposes of this Section 4, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 6 contracts
Samples: Indemnification Agreement (Propanc Biopharma, Inc.), Indemnification Agreement (Arista Networks, Inc.), Indemnification Agreement (Propanc Biopharma, Inc.)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provisions of this Agreement and except as provided in Section 7, to the extent that Indemnitee is a party to or a participant in any Proceeding and is successful (on the merits in such Proceeding or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or her in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of successful as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by Indemnitee or on his or her behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 45 and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 4 contracts
Samples: Indemnification Agreement (Septerna, Inc.), Indemnification Agreement (Septerna, Inc.), Indemnification Agreement (Allurion Technologies Holdings, Inc.)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is is, by reason of his Corporate Status, a party to or a participant in and is successful (successful, on the merits or otherwise) , in defense of any Proceeding or any claimProceeding, issue or matter therein, the Company he shall indemnify Indemnitee be indemnified against all Expenses actually and reasonably incurred by him or on his behalf in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or on his behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 3 contracts
Samples: Director's Services Agreement (Charlotte's Web Holdings, Inc.), Indemnification Agreement (Globalstar, Inc.), Indemnification & Liability (Insituform Technologies Inc)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is is, by reason of his Corporate Status, a party to or a participant in and is successful (successful, on the merits or otherwise) , in defense of any Proceeding or any claimProceeding, issue or matter therein, the Company he shall indemnify Indemnitee be indemnified against all Expenses actually and reasonably incurred by him or on his behalf in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or on his behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4Section, and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 3 contracts
Samples: Indemnification Agreement (Tender Loving Care Health Care Services Inc/ Ny), Indemnification Agreement (Tender Loving Care Health Care Services Inc/ Ny), Indemnification Agreement (Tender Loving Care Health Care Services Inc/ Ny)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is is, by reason of his Corporate Status, a party to or a participant in and is successful (successful, on the merits or otherwise) , in defense of any Proceeding or any claimProceeding, issue or matter therein, the Company he shall indemnify Indemnitee be indemnified against all Expenses actually and reasonably incurred by him or on his behalf in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or on his behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissaldismissal or withdrawal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 2 contracts
Samples: Indemnification Agreement (Nortek Inc), Indemnification Agreement (BNS Co)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provision of this Agreement, and without limiting any such provision, to the extent that Indemnitee is is, by reason of Indemnitee’s Corporate Status, a party to or a participant in and is successful (successful, on the merits or otherwise) , in defense of any Proceeding or any claimProceeding, issue or matter therein, the Company Indemnitee shall indemnify Indemnitee be indemnified against all Expenses in connection therewithExpenses. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses in connection with (a) respect to each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4Agreement, and, without limiting the generality of the foregoing, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 2 contracts
Samples: Director and Officer Indemnification Agreement (FGX International Holdings LTD), Director and Officer Indemnification Agreement (FGX International Holdings LTD)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To the extent that Indemnitee is a party to or a participant in and is successful (successful, on the merits or otherwise) , in any Proceeding or in defense of any Proceeding or any claim, issue or matter therein, in whole or in part, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against (a) all Expenses actually and reasonably incurred by him or on his behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter. Nothing in this Section 5 is intended to limit Indemnitee’s rights provided for in Sections 3 and 4.
Appears in 2 contracts
Samples: Indemnification Agreement (McJunkin Red Man Holding Corp), Indemnification Agreement (South Texas Supply Company, Inc.)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provisions of this Agreement, to the extent that Indemnitee is a party to or a participant in any Proceeding and is successful (on the merits in such Proceeding or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or her in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of successful as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by Indemnitee or on his or her behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlementmotion for summary judgment, settlement (with or without court approval), or upon a plea of nolo contendere or its equivalent shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 2 contracts
Samples: Indemnification Agreement (Biolase, Inc), Indemnification Agreement (Biolase, Inc)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is is, by reason of his Corporate Status, a party to or a participant in and is successful (successful, on the merits or otherwise) , in defense of any Proceeding or any claimProceeding, issue or matter therein, he shall be indemnified to the Company shall indemnify Indemnitee maximum extent permitted by Law against all reasonable Expenses actually incurred by him or on his behalf in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all reasonable Expenses actually incurred by him or on his behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and to the fullest extent permitted by Law, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 2 contracts
Samples: Indemnification Agreement, Indemnification Agreement
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To Notwithstanding any other provisions of this Agreement and except as provided in Section 8, to the extent that Indemnitee is a party to or a participant in any Proceeding and is successful (on the merits in such Proceeding or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him or her in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of successful as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by Indemnitee or on his or her behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 1 contract
Samples: Director Indemnification Agreement (Allena Pharmaceuticals, Inc.)
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To the extent that Indemnitee is a party to or a participant in and is successful (on the merits or otherwise) in defense of any Proceeding or any claim, issue or matter therein, the Company shall indemnify Indemnitee against all Expenses in connection therewith. To the extent permitted by applicable law, if Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of one or more but fewer than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against all Expenses in connection with (a) each successfully resolved claim, issue or matter and (b) to the fullest extent permitted by applicable law, any claim, issue or matter related to any such successfully resolved claim, issue issuer or matter. For purposes of this Section 4, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 1 contract
Indemnification for Expenses of a Party Who is Wholly or Partly Successful. To the extent that Indemnitee is a party to or a participant in and is successful (successful, on the merits or otherwise) , in any Proceeding or in defense of any Proceeding or any claim, issue or matter therein, in whole or in part, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by him in connection therewith. To the extent permitted by applicable law, if If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, in defense of as to one or more but fewer less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee against (a) all Expenses actually and reasonably incurred by him or on his behalf in connection with (a) each successfully resolved claim, issue or matter and (b) any claim, issue or matter related to any such successfully resolved claim, issue or matter. For purposes of this Section 4and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, or settlement, with or without court approval, shall be deemed to be a successful result as to such claim, issue or matter.
Appears in 1 contract