Indemnification in Certain Cases. If Employee is entitled to -------------------------------- indemnification in respect to a portion, but not all, of any matter pursuant to Section 1 or Section 2 hereof, the Company shall indemnify Employee to the maximum extent for such portion. To the extent that Employee has been successful in whole or in part on the merits or otherwise in defense of any action, suit or proceeding referred to in Sections 1 and 2 hereof, or in defense of any claim, issue or matter therein, or shall otherwise be determined to be entitled to indemnification in whole or in part, he shall be indemnified against expenses (including attorneys' fees) actually and reasonably incurred by him in connection with such matter.
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Samples: Employment Agreement (Three Rivers Acquisition Corp), Employment Agreement (Alliance Imaging Inc /De/), Employment Agreement (Three Rivers Acquisition Corp)
Indemnification in Certain Cases. If Employee is entitled to -------------------------------- --------------------------------- indemnification in respect to a portion, but not all, of any matter pursuant to Section 1 or Section 2 hereof, the Company shall indemnify Employee to the maximum extent for such portion. To the extent that Employee has been successful in whole or in part on the merits or otherwise in defense of any action, suit or proceeding referred to in Sections 1 and 2 hereof, or in defense of any claim, issue or matter therein, or shall otherwise be determined to be entitled to indemnification in whole or in part, he shall be indemnified against expenses (including attorneys' fees) actually and reasonably incurred by him in connection with such matter.
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