Common use of INDEMNIFICATION FOR EXPENSES Clause in Contracts

INDEMNIFICATION FOR EXPENSES. where Indemnitee is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is, by reason of his Corporate Status, a party to and is successful, on the merits or otherwise, in any Proceeding, he shall be indemnified against all Expenses actually and reasonably incurred by him or on his behalf in connection therewith. If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but 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 each successfully resolved claim, issue or matter. For purposes of this Section and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

INDEMNIFICATION FOR EXPENSES. where Indemnitee When Officer is Wholly or Partly Successful. Successful Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is, by reason of his Corporate Status, a party to and Officer is successful, on the merits or otherwise, in the defense of any Proceeding, he or in defense of any claim, issue, or matter therein, the Company shall be indemnified indemnify Officer to the maximum extent permitted by law against all Expenses actually and reasonably that have incurred by him or on his behalf Officer in connection therewithwith such Proceeding. If Indemnitee Officer is not wholly successful in such Proceeding Proceeding, but is successful, on the merits or otherwise, as with respect to one or more but less than all of the claims, issues issues, or matters in such Proceedingtherein, the Company shall indemnify Indemnitee Officer against all Expenses actually and reasonably that have been incurred by him or on his behalf Officer in connection with each successfully resolved claim, issue issue, or matter. For purposes of this Section 3, and without limitation, the termination of any claim, issue issue, or matter in such a Proceeding by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue issue, or matter, whether such dismissal was for substantive or procedural reasons.