Common use of INDEMNIFICATION FOR EXPENSES OF A WITNESS Clause in Contracts

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to To the fullest extent permitted by applicable law and to law, the extent that Company will indemnify Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewithwith any Proceeding to which Indemnitee is not a party but to which Indemnitee is a witness, deponent, interviewee, or otherwise asked to participate.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant participant, including by receipt of a subpoena, in any Proceeding to which Indemnitee is not a party and is not threatened to be made a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, Agreement and to the fullest extent permitted by applicable law and to law, the extent that Company will indemnify Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewithwith any Proceeding to which Indemnitee is not a party but to which Indemnitee is a witness, deponent, interviewee, or otherwise asked to participate.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is made (or asked) to respond to discovery requests, or is otherwise a participant asked to participate, in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, or otherwise a participant is made (or asked) to respond to discovery requests, in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests in any Proceeding, or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to To the fullest extent permitted by applicable law and to law, the extent that Company will indemnify Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewithwith any Proceeding to which Indemnitee is not a party but to which Indemnitee is a witness, deponent, interviewee, or otherwise asked to participate or provide information.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests in any Proceeding or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant asked to participate in any aspect of a Proceeding to which Indemnitee is not a party, Indemnitee he or she shall be indemnified against all Expenses suffered actually and reasonably incurred by him or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee her on his or on Indemnitee’s her behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant participant, including by receipt of a subpoena, in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests in any Proceeding or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, or otherwise a participant is made (or asked) to respond to discovery requests, in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf of Indemnitee in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Statusstatus as an Enterprise Fiduciary or a former Enterprise Fiduciary, a witness or otherwise a participant in any Proceeding to which the Indemnitee is not a party, the Indemnitee shall be indemnified by the Company against all Expenses suffered or actually and reasonably incurred (or, in by the case of retainers, reasonably expected to be incurred) by Indemnitee or on the Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to To the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified to the fullest extent permitted by applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Statusstatus as an Enterprise Fiduciary, a witness or otherwise a participant in any Proceeding to which the Indemnitee is not a party, the Indemnitee shall be indemnified by the Company against all Expenses suffered or actually and reasonably incurred (or, in by the case of retainers, reasonably expected to be incurred) by Indemnitee or on the Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to To the fullest extent permitted by applicable law and to Applicable Law, the extent that Company will indemnify Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewithwith any Proceeding to which Indemnitee is not a party but to which Indemnitee is a witness, deponent, interviewee, or otherwise asked to participate.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a witness witness, or otherwise a participant is made (or asked) to respond to discovery requests, in any Proceeding to which the Indemnitee is not a party, the Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in by the case of retainers, reasonably expected to be incurred) by Indemnitee or on the Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s 's Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusemployment or service as an officer or director, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusan Indemnifiable Claim, a witness or otherwise a participant asked to participate in any Proceeding Claim to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant participant, including by receipt of a subpoena, in any Proceeding to which Indemnitee is not a party and is not threatened to be made a party, Indemnitee shall be indemnified against all Expenses suffered or reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s 's Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee the Company shall be indemnified liable to indemnify Indemnitee against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusthe fact that Indemnitee is or was a director and/or officer of the Company, or is or was serving at the request of the Company as a director, officer, trustee, general partner, managing member, fiduciary, employee or agent of an Enterprise, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee he shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee (or on Indemnitee’s behalf his behalf) in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, and to the fullest extent permitted by applicable law and to law, the extent that Company will indemnify Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewithwith any Proceeding to which Indemnitee is not a party but to which Indemnitee is a witness, deponent, interviewee, or otherwise asked to participate.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to law, the extent that Company shall indemnify Indemnitee isagainst all Expenses directly or indirectly incurred by or on behalf of Indemnitee if, by reason of Indemnitee’s his Corporate Status, Indemnitee is a witness or otherwise a participant in any Proceeding Action to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and law, to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests in any Proceeding, or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf of Indemnitee in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant asked to participate in any aspect of a Proceeding to which Indemnitee is not a party, Indemnitee he or she shall be indemnified against all Expenses suffered actually and reasonably incurred by him or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee her or on Indemnitee’s his or her behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his/her Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee he/she shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee him/her or on Indemnitee’s his/her behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision provisions of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified to the extent permitted by applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee isis or was, by reason of Indemnitee’s Corporate StatusStatus or otherwise, a witness witness, or otherwise a participant is or was made (or asked) to respond to discovery requests, in any Proceeding to which Indemnitee is not a party, Indemnitee he shall be indemnified to the fullest extent permissible under applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement (other than Section 6(a) and (c) of this Agreement), to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his/her Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee he/she shall be indemnified against all Expenses suffered or ()actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee him/her or on Indemnitee’s his/her behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and Agreement to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise in a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Losses and Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant participant, including by receipt of a subpoena, in any Proceeding to which Indemnitee is not a party and is not threatened to be made a party, Indemnitee shall be indemnified against all Expenses suffered or reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee Xxxxxxxxxx or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law Company shall indemnify Indemnitee if and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, whenever he or she is a witness or otherwise is threatened to be made a participant in witness to any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified by reason of the fact that he or she is or was an Agent or by reason of any action taken or not taken by him or her in such capacity, against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.; and

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s 's Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewiththerewith but shall not be entitled to any fees for time spent in connection with preparation for, travel to and from the Proceeding location and court time.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision provisions of this Agreement, to the fullest extent permitted by applicable law and to law, the extent that Company will indemnify Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewithwith any Proceeding to which Indemnitee is not a party but to which Indemnitee is a witness, deponent, interviewee, or otherwise asked to participate or provide information.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee isIndemnitee, by reason of Indemnitee’s his or her Corporate Status, is to be a witness or otherwise a participant to be interviewed in any Proceeding threatened, pending or completed action, suit, arbitration, mediation, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified to the fullest extent permitted by applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and Agreement to the extent that Indemnitee is, by reason of Indemnitee’s 's Corporate Status, a witness or otherwise in a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Losses and Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest maximum extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this AgreementAgreement except for Section 27, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, deponent, interviewee or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall shall, to the fullest extent permitted by applicable law, be indemnified indemnified, held harmless and exonerated against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, the Corporation will indemnify Indemnitee shall be indemnified to the fullest extent permitted by law against all Losses and Expenses suffered actually and reasonably paid or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee on his or on Indemnitee’s her behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s [his][her] Corporate Status, a witness or otherwise a participant asked to participate in any aspect of a Proceeding to which Indemnitee is not a party, Indemnitee [he][she] shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee [him][her] or on Indemnitee’s [his][her] behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee isIndemnitee, by reason of Indemnitee’s his or her Corporate Status, is to be a witness or otherwise a participant to be interviewed in any Proceeding threatened, pending or completed action, suit, arbitration, mediation, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified to the fullest extent permitted by applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, or is made (or asked) to respond to discovery requests, or is otherwise a participant asked to participate, in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf of Indemnitee in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this AgreementAgreement (but subject to Section 7), to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Enterprise Status, a witness or otherwise a participant in or incurs legal expenses as a result of or related to any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, Agreement and to the fullest extent permitted by applicable law and to law, the extent that Company will indemnify Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewithwith any Proceeding to which Indemnitee is not a party but to which Indemnitee is a witness, deponent, interviewee, or otherwise asked to participate or provide information.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusthe fact that Indemnitee is or was a member of the Special Committee, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified and held harmless against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this the Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemniteeindemnitee’s Corporate Statusemployment or service as an officer or director, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a witness witness, or otherwise a participant is made to or asked to respond to discovery requests, in any Proceeding to which the Indemnitee is not a party, including, without limitation, any internal investigation by or on behalf of the Company, the Company will indemnify the Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in by the case of retainers, reasonably expected to be incurred) by Indemnitee or on the Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, such Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by such Indemnitee or on Indemnitee’s behalf in connection therewith. Nothing in this Section 6 is intended to limit Indemnitee’s rights provided for in Sections 3 and 4.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and law, to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee he shall be indemnified and held harmless against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee him or on Indemnitee’s his behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s 's Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests in any Proceeding, or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee him/her or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness in any Proceeding or otherwise a participant is requested or compelled to respond to discovery requests in any Proceeding to which Indemnitee is not a party, Indemnitee the Company shall be indemnified liable to indemnify Indemnitee against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this AgreementDeed, to the fullest extent permitted by applicable law law, including the Act, and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding or Criminal Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and the Articles and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests in any Proceeding, or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party and is not threatened to be made a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his Corporate Status, a witness witness, or otherwise a participant is made (or asked) to respond to discovery requests, in any Proceeding to which Indemnitee is not a party, Indemnitee he shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee him or on Indemnitee’s his behalf in connection therewith. [Comment: Section 4 indemnifies individuals for costs and expenses in serving as a witness in any proceeding relating to such person’s service to the corporation.]

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered actually and reasonably paid or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusthe fact that Indemnitee is or was an officer of the Company, a witness or otherwise a participant in any Proceeding action, suit, proceeding or claim to which Indemnitee is not a party, Indemnitee she shall be indemnified against all Expenses suffered or expenses actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee her or on Indemnitee’s her is behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his Corporate Status, a witness or otherwise a participant asked to participate in any aspect of a Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and law, to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Company Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusservice as a director of the Holding Company and/or the Bank, a witness witness, or otherwise a participant is made (or asked to) respond to discovery requests, in any Proceeding to which at a time when Indemnitee is not a partynamed defendant or respondent to the Proceeding, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding, other than to a Proceeding to addressed by Sections 4.02 or 4.03 (for which Indemnitee is not a partythose provisions shall control), Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of the Indemnitee’s 's Corporate StatusStatus or otherwise, a witness or otherwise a participant in any Proceeding to which the Indemnitee is not a party, the Indemnitee shall be indemnified against all Expenses suffered or actually incurred (or, in by the case of retainers, reasonably expected to be incurred) by Indemnitee or on the Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified to the fullest extent permitted by applicable law against all Liabilities and Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest maximum extent permitted by applicable law and law, Indemnitee shall be entitled to the extent that indemnification against all Expenses actually incurred by or on behalf of Indemnitee is, by reason if Indemnitee appears as a witness or otherwise incurs Expenses as a result of or related to Indemnitee’s Corporate Status, a witness or otherwise a participant in any threatened, pending or completed Proceeding or other matter to which Indemnitee neither is, nor is not threatened to be made, a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which the Indemnitee is not a party, the Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in by the case of retainers, reasonably expected to be incurred) by Indemnitee or on the Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of Indemnitee’s Corporate Statusthe fact that he or she is or was a Director of the Company, an Affiliate or any other entity which Indemnitee is or was serving at the request of the Company, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified by the Company against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusthe fact that Indemnitee is or was a director or executive officer of the Company, or is or was serving at the request of the Company as a director, officer, trustee, general partner, managing member, fiduciary, employee or agent of an Enterprise, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee he shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee (or on Indemnitee’s behalf his behalf) in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party and is not threatened to be made a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith. Nothing in this Section 6 is intended to limit Indemnitee’s rights provided for in Sections 3 and 4.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, . Indemnitee shall be indemnified to the fullest extent permitted by applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is or was made (or asked) to respond to discovery requests in any Proceeding, or otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, the Company shall indemnify Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, or otherwise a participant is made (or asked) to respond to discovery requests, in any Proceeding to which Indemnitee is not a party, the Company shall indemnify Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that law, if Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, or otherwise a participant is made (or asked) to respond to discovery requests, in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf of Indemnitee in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this the Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusemployment or service as an officer or director, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest maximum extent permitted by applicable law the DGCL, the Indemnitee shall be entitled to indemnification against all Expenses actually and reasonably incurred by the Indemnitee or on the Indemnitee’s behalf if the Indemnitee appears as a witness or otherwise incurs legal expenses as a result of or related to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding Proceeding, to which the Indemnitee neither is, nor is not threatened to be made, a party, Indemnitee shall be indemnified against all Expenses suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s 's Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Proceeding. Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, is a witness or otherwise a participant in any Proceeding to in which the Indemnitee is not a partyparty by reason of the fact that Indemnitee is or was an Officer or Director of the Company or any other entity which Indemnitee is or was serving at the request of the Company, Indemnitee shall be indemnified by the Company against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified entitled to indemnification against all Expenses expenses actually and reasonably incurred or suffered or incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf if Indemnitee appears as a witness or otherwise incurs legal expenses as a result of or related to Indemnitee's service as a director or officer of the Company, in connection therewithany threatened, pending or completed legal, administrative, investigative or other proceeding or matter to which Indemnitee neither is, nor is threatened to be made, a party.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status's Company Status or status as an Enterprise Fiduciary, a witness or otherwise a participant asked to participate in any Proceeding to which the Indemnitee is not a party, the Indemnitee shall be indemnified by the Company against all Expenses suffered or actually incurred (or, in by the case of retainers, reasonably expected to be incurred) by Indemnitee or on the Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, Agreement to the fullest extent permitted by applicable law and contrary, to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonable incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is made (or asked) to respond to discovery requests or is otherwise a participant asked to participate in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, Agreement to the fullest extent permitted by applicable law and contrary, to the extent that Indemnitee is, by reason of Indemnitee’s 's Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonable incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law Fullest Extent Permitted By Applicable Law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness witness, is made (or asked) to respond to discovery requests, or is otherwise a participant asked to participate, in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Statusan Indemnifiable Claim, a witness or otherwise a participant asked to participate in any Proceeding Claim to which Indemnitee is not a party, Indemnitee shall be indemnified against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified to the fullest extent permitted by applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee isis or may reasonably expect to be, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified to the full extent permitted by applicable law against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s behalf in connection therewith.

INDEMNIFICATION FOR EXPENSES OF A WITNESS. Notwithstanding any ----------------------------------------- other provision of this Agreement, to the fullest extent permitted by applicable law and to the extent that Indemnitee is, by reason of Indemnitee’s his or her Corporate Status, a witness or otherwise a participant in any Proceeding to which Indemnitee is not a partyProceeding, Indemnitee shall be indemnified by the Company against all Expenses suffered or actually and reasonably incurred (or, in the case of retainers, reasonably expected to be incurred) by Indemnitee or on Indemnitee’s 's behalf in connection therewith.