Common use of Indemnification for Expenses of Successful Party Clause in Contracts

Indemnification for Expenses of Successful Party. Notwithstanding any other provision of this Agreement to the contrary, to the extent that Indemnitee has been successful on the merits or otherwise in defense of any Proceeding referred to in Sections 2 and/or 3 of this Agreement, or in defense of any claim, issue or matter therein, including dismissal with or without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection therewith. If Indemnitee is not wholly successful in any Proceeding referred to in Sections 2 and/or 3 of this Agreement, but is successful on the merits or otherwise (including dismissal with or without prejudice) as to one or more, but less than all claims, issues or matters therein, including dismissal without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection with each successfully resolved claim, issue or matter. For purposes of this Section 5, and without limitation, the termination of any claim, issue or matter in any Proceeding referred to in Sections 2 and/or 3 of this Agreement by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

Appears in 6 contracts

Samples: Indemnification Agreement (ZaZa Energy Corp), Indemnification Agreement (Toreador Resources Corp), Separation and Mutual Release Agreement (Toreador Resources Corp)

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Indemnification for Expenses of Successful Party. Notwithstanding any other provision of this Agreement to the contrary, to the extent that Indemnitee has been successful on the merits or otherwise in defense of any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, or in defense of any claim, issue or matter therein, including dismissal with or without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection therewith. If Indemnitee is not wholly successful in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, but is successful on the merits or otherwise (including dismissal with or without prejudice) as to one or more, but less than all claims, issues or matters therein, including dismissal without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection with each successfully resolved claim, issue or matter. For purposes of this Section 56, and without limitation, the termination of any claim, issue or matter in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

Appears in 6 contracts

Samples: Indemnification Agreement (Bonanza Creek Energy, Inc.), Indemnification Agreement (Bonanza Creek Energy, Inc.), Indemnification Agreement (Approach Resources Inc)

Indemnification for Expenses of Successful Party. Notwithstanding any other provision of this Agreement to the contrary, to the extent that Indemnitee has been successful on the merits or otherwise in defense of any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, or in defense of any claim, issue issue, or matter therein, including dismissal with or without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection therewith. If Indemnitee is not wholly successful in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, but is successful on the merits or otherwise (including dismissal with or without prejudice) as to one or more, but less than all claims, issues issues, or matters therein, including dismissal without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection with each successfully resolved claim, issue or matter. For purposes of this Section 56, and without limitation, the termination of any claim, issue issue, or matter in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue issue, or matter.

Appears in 4 contracts

Samples: Indemnification Agreement (OHA Investment Corp), Indemnification Agreement (NGP Capital Resources CO), Indemnification Agreement (NGP Capital Resources CO)

Indemnification for Expenses of Successful Party. Notwithstanding any other provision of this Agreement to the contrary, to the extent that Indemnitee has been successful on the merits or otherwise in defense of any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, or in defense of any claim, issue or matter therein, including dismissal with or without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection therewith. If Indemnitee is not wholly successful in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, but is successful on the merits or otherwise (including dismissal with or without prejudice) as to one or more, but less than all claims, issues or matters therein, including dismissal without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his behalf) in connection with each successfully resolved claim, issue or matter. For purposes of this Section 56, and without limitation, the termination of any claim, issue or matter in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

Appears in 2 contracts

Samples: Indemnification Agreement (Bionova Holding Corp), Indemnification Agreement (Crosstex Energy Inc)

Indemnification for Expenses of Successful Party. Notwithstanding any other provision of this Agreement to the contrary, to the extent that Indemnitee has been successful on the merits or otherwise in defense of any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, or in defense of any claim, issue or matter therein, including dismissal with or without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his her behalf) in connection therewith. If Indemnitee is not wholly successful in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, but is successful on the merits or otherwise (including dismissal with or without prejudice) as to one or more, but less than all claims, issues or matters therein, including dismissal without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his her behalf) in connection with each successfully resolved claim, issue or matter. For purposes of this Section 56, and without limitation, the termination of any claim, issue or matter in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

Appears in 1 contract

Samples: Indemnification Agreement (Civitas Resources, Inc.)

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Indemnification for Expenses of Successful Party. Notwithstanding any other provision of this Agreement to the contrary, to the extent that Indemnitee has been successful on the merits or otherwise in defense of any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, or in defense of any claim, issue or matter therein, including dismissal with or without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his or her behalf) in connection therewith. If Indemnitee is not wholly successful in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, but is successful on the merits or otherwise (including dismissal with or without prejudice) as to one or more, but less than all claims, issues or matters therein, including dismissal without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by Indemnitee (or on his or her behalf) in connection with each successfully resolved claim, issue or matter. For purposes of this Section 56, and without limitation, the termination of any claim, issue or matter in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

Appears in 1 contract

Samples: Indemnification Agreement (Prairie Operating Co.)

Indemnification for Expenses of Successful Party. Notwithstanding any other provision of this Agreement to the contrary, to the extent that Indemnitee has been successful on the merits or otherwise in defense of any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, or in defense of any claim, issue or matter therein, including dismissal with or without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by by, or in the case of retainers, to be incurred by, Indemnitee (or on his behalf) in connection therewith. If Indemnitee is not wholly successful in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement, but is successful on the merits or otherwise (including dismissal with or without prejudice) as to one or more, but less than all claims, issues or matters therein, including dismissal without prejudice, Indemnitee shall be indemnified against all Expenses actually and reasonably incurred by by, or in the case of retainers, to be incurred by, Indemnitee (or on his behalf) in connection with each successfully resolved claim, issue or mattermatter to the fullest extent permitted by law. For purposes of this Section 56, and without limitation, the termination of any claim, issue or matter in any Proceeding referred to in Sections 2 3 and/or 3 4 of this Agreement (i) by dismissaldismissal summary judgment, judgment on the pleading or final judgment, with or without prejudice, or (ii) by agreement without payment or assumption or admission of liability by Indemnitee, shall be deemed to be a successful determination or result as to such claim, issue or matter.

Appears in 1 contract

Samples: Indemnity Agreement (Approach Resources Inc)

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