Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification.
Appears in 65 contracts
Samples: Indemnity Agreement (Compass, Inc.), Indemnity Agreement (Spyre Therapeutics, Inc.), Indemnity Agreement (Aeglea BioTherapeutics, Inc.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee he or she has not failed to meet the applicable standard of conduct for indemnification.
Appears in 18 contracts
Samples: Indemnification Agreement (Intapp, Inc.), Employment Agreement (Qualtrics International Inc.), Employment Agreement (Qualtrics International Inc.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet met the applicable standard of conduct for indemnificationindemnification to the fullest extent permitted by law.
Appears in 8 contracts
Samples: Indemnity Agreement (BuzzFeed, Inc.), Indemnity Agreement (Nextdoor Holdings, Inc.), Indemnity Agreement (UserTesting, Inc.)
Indemnification in Other Situations. In the event that Section 8(a9(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee he or she has not failed to meet the applicable standard of conduct for indemnification.
Appears in 7 contracts
Samples: Indemnification Agreement (Ardagh Metal Packaging S.A.), Indemnity Agreement (Affinion Group Holdings, Inc.), Indemnification Agreement (Ardagh Finance Holdings S.A.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if unless the Company shall prove by clear and convincing evidence to a forum listed in Section 8(c) below that the Indemnitee has not failed to meet the applicable standard of conduct for indemnification.
Appears in 5 contracts
Samples: Onto Innovation (Onto Innovation Inc.), Indemnity Agreement (Onto Innovation Inc.), Indemnity Agreement (Rudolph Technologies Inc)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification, as determined by the process set forth in Sections 8(c) and 8(d) below.
Appears in 3 contracts
Samples: Indemnity Agreement (Anaptysbio Inc), Indemnity Agreement (Loxo Oncology, Inc.), Indemnity Agreement (Castlight Health, Inc.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification, as determined by the Reviewing Party (as defined below) in accordance with Section 8(d).
Appears in 2 contracts
Samples: Indemnity Agreement (Borqs Technologies, Inc.), Indemnity Agreement (Marin Software Inc)
Indemnification in Other Situations. In the event that Section 8(a7(c) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee he or she has not failed to meet the applicable standard of conduct for indemnification.
Appears in 2 contracts
Samples: Indemnity Agreement (Adamis Pharmaceuticals Corp), Indemnity Agreement (Adamis Pharmaceuticals Corp)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification, in accordance with Section 8(c) and (d) below.
Appears in 2 contracts
Samples: Indemnity Agreement (Velo3D, Inc.), Indemnity Agreement (Sema4 Holdings Corp.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet met the applicable standard of conduct for indemnification.
Appears in 1 contract
Indemnification in Other Situations. In the event that Section 8(a9(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification, in accordance with Section 9(c) and (d) below.
Appears in 1 contract
Samples: Indemnity Agreement (Tailwind Two Acquisition Corp.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnificationindemnification under applicable law.
Appears in 1 contract
Samples: Indemnity Agreement (Fluent, Inc.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee in connection with any Proceeding referred to in Section 3(a) above if Indemnitee he or she has not failed to meet the applicable standard of conduct for indemnificationindemnification under the DGCL.
Appears in 1 contract
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet satisfied the applicable standard of conduct for indemnification.. Any determination that the Indemnitee has satisfied the applicable standard of conduct shall be made as follows:
Appears in 1 contract
Indemnification in Other Situations. In the event that Section 8(a) above is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification.
Appears in 1 contract
Samples: Indemnity Agreement (Energous Corp)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee To The Maximum Extent Permitted By Law if Indemnitee has not failed to meet the applicable standard of conduct for indemnification.
Appears in 1 contract
Samples: Presbia PLC (Presbia PLC)
Indemnification in Other Situations. In the event that Section 8(a) 8.1 above is inapplicable, or does not apply to the entire proceeding, the Company shall also nonetheless indemnify Indemnitee if unless the Company shall prove by clear and convincing evidence to a forum listed in Section 8.3 below that Indemnitee has not failed to meet met the applicable standard of conduct for required to entitle Indemnitee to such indemnification.
Appears in 1 contract
Samples: Indemnity Agreement (Interwoven Inc)
Indemnification in Other Situations. In the event that Section 8(a9(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification.
Appears in 1 contract
Samples: Indemnity Agreement (Smartsheet Inc)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for indemnification., with such determination made by any of the following as selected by Indemnitee:
Appears in 1 contract
Samples: Indemnity Agreement (Aeluma, Inc.)
Indemnification in Other Situations. In the event that Section 8(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee has not failed to meet the applicable standard of conduct for required to entitle Indemnitee to such indemnification.
Appears in 1 contract
Indemnification in Other Situations. In the event that Section 8(a7(a) is inapplicable, the Company shall also indemnify Indemnitee if Indemnitee he or she has not failed to meet the applicable standard of conduct for indemnification.
Appears in 1 contract
