Indemnification; Insurance Coverage. Executive will be indemnified to the maximum extent permitted by law for his acts and omissions as a director, officer and/or employee of the Company and its subsidiaries. The Company will cover Executive under Directors and Officers liability insurance both during his employment and for so long thereafter as liability exists to the same extent as the Company covers its then active officers and directors.
Indemnification; Insurance Coverage. The Company’s By-Laws, as may be amended from time to time, provide to directors and executive officers of the Company certain rights to indemnification by the Company and to directors and officers insurance coverage. Employee shall be entitled to the same level of protection provided to executive officers and, as applicable, directors, as contemplated in the Company’s By-Laws, as may be amended from time to time.
Indemnification; Insurance Coverage. 9.1 Throughout the term of the Agreement and for the period of six (6) years thereafter, the company will maintain an Officers and Directors Insurance policy for the Director, and other insurance coverage on substantially the same terms and levels that it provides to the Company's senior Executive Officers, at the company's sole expense. This insurance shall cover any and all actions committed and/or omitted by the Director, in his capacity as Director, commencing on the appointment of Director as a Director of the company.
9.2 Director is not and shall not be liable to the Company for any losses, claims, damages or liabilities arising from his appointment as Director and/or any action and/or failure to act in his capacity as Director or from any act oromission performed or omitted by Director, except for any losses, claims, damages or liabilities primarily attributable to such Director's fraud, gross negligence or willful misconduct as finally determined by a court of competent jurisdiction.
9.3 The Company, to the fullest extent permitted by applicable law, indemnifies and holds Director harmless (and his respective successors and assigns) against any losses, claims, damages, liabilities, costs or expenses (including legal fees, judgments and amounts paid in settlement) to which the Director may become subject (i) by reason of having been a Director to the Company or (ii) in connection with any matter arising out of or in connection with this Agreement, unless a court of competent jurisdiction, in a judgment that has become final and that is no longer subject to appeal or review, determines that any such loss, claim, damage, liability, cost or expense is primarily attributable to Director's fraud, gross negligence or willful misconduct. If Director becomes involved in any capacity in any action, proceeding or investigation by reason of being or having been a Director or in connection with any matter arising out of or in connection with this Agreement, the Company will periodically reimburse the Director for its legal or other expenses( including the cost of any investigation and preparation) incurred in connection therewith; provided that Director promptly repays to the Company the amount of any such reimbursed expenses paid to it to the extent that it is ultimately determined that Director is not entitled to be indemnified by the Company in connection with such action, proceeding or investigation as provided in the exception contained in the immediately...
Indemnification; Insurance Coverage. Great Northern shall indemnify and hold the Town harmless from any personal injury or property damage sustained due to its use of Town highways or that of its contracted truck haulers and provide to the Town a Certificate of Insurance to this effect, naming the Town, in amounts and types of coverage as are provided by Great Northern to Xxxxxx County.
Indemnification; Insurance Coverage. During your employment and thereafter, you shall be entitled to indemnification on terms no less favorable than that provided to the Employer’s other active officers and members of the Board. We hope that you find the foregoing terms acceptable. You may indicate your agreement with these terms and accept this offer by signing and dating the enclosed duplicate original of this Letter Agreement and returning it to me. As required by law, your employment with the Employer is also contingent upon your providing legal proof of your identity and authorization to work in the United States. In the event you do not accept this offer by March 3, 2017, this letter Agreement shall be without force or effect. We look forward to your success with the Company. Very truly yours, FIRST ADVANTAGE CORPORATION By: Name: Title: I have read and accept this Letter Agreement: /s/ Xxxxx Xxxxxxx Dated: 3.2.2017 Xxxxx Xxxxxxx
Indemnification; Insurance Coverage. 9.1 Throughout the term of the Agreement and for the period of six (6) years thereafter, the company will maintain an Officers and Directors Insurance policy for the Director, and other insurance coverage on substantially the same terms and levels that it provides to the Company's senior Executive Officers, at the company's sole expense. This insurance shall cover any and all actions committed and/or omitted by the Director, in his capacity as Director, commencing on the appointment of Director as a Director of the company.
9.2 Director is not and shall not be liable to the Company for any losses, claims, damages or liabilities arising from his appointment as Director and/or any action and/or failure to act in his capacity as Director or from any act or omission performed or omitted by Director, except for any losses, claims, damages or liabilities primarily attributable to such Director's fraud, gross negligence or willful misconduct as finally determined by a court of competent jurisdiction.
9.3 The Company, to the fullest extent permitted by applicable law, indemnifies and holds Director harmless (and his respective successors and assigns) against any losses, claims, damages, liabilities, costs or expenses (including legal fees, judgments and amounts paid in settlement) to which the Director may become subject (i) by reason of having been a Director to the Company or (ii) in connection with any matter arising out of or in connection with this Agreement, unless a court of competent jurisdiction, in a judgment that has become final and that is no longer subject to appeal or review, determines that any such loss, claim, damage, liability, cost or expense is primarily attributable to Director's fraud, gross negligence or willful misconduct. If Director becomes involved in any capacity in any action, proceeding or investigation by reason of being or having been a Director or in connection with any matter arising out of or in connection with this Agreement, the Company will periodically reimburse the Director for its legal or other expenses( including the cost of any investigation and preparation) incurred in connection therewith; provided that Director promptly repays to the Company the amount of any such reimbursed expenses paid to it to the extent that it is ultimately determined that Director is not entitled to be indemnified by the Company in connection with such action, proceeding or investigation as provided in the exception contained in the immediatel...
Indemnification; Insurance Coverage. Company shall to the maximum extent permitted by the Company’s Certificate of Incorporation and the General Corporation Law of the State of Delaware (i) indemnify and hold harmless Executive against any loss, damages, liability, cost, fine, or penalty (collectively a “loss”) to which she may be subject as a result of having served as an employee or officer, or in a comparable position with respect to any affiliate of Company, and (ii) cause Executive to be covered by any directors and officers or other similar insurance policy maintained by Company at the level applicable to its most senior active executives. Executive’s rights pursuant to this Section 7.16 shall be in addition to, and not in lieu of, any right to indemnification, advance of expenses, or insurance coverage that she may have under the governing instruments of Company or otherwise. [Signature page to Employment Agreement]
Indemnification; Insurance Coverage. Notwithstanding any other provision of this Agreement, the Parties agree that EMPLOYEE shall retain all indemnification rights he had as an executive, officer or employee of the COMPANY pursuant to Article IV of the COMPANY By-Laws. In addition, this Agreement does not alter the terms of the COMPANY’s Directors & Officers’ insurance policies. EMPLOYEE acknowledges that he has received a copy of the COMPANY’s D&O policy currently in effect.
Indemnification; Insurance Coverage. Licensor shall indemnify and hold harmless Licensee, its subsidiaries, sublicensees and their respective officers, directors and employees from and against any and all damages, costs and expenses (including reasonable attorney's fees) incurred by any of them arising out of or in connection with (1) any breach by Licensor or any of its officers, directors or employees (the "Licensor Affiliates") of the representations and warranties in this Agreement, and (ii) any breach of any covenant or agreement of the Licensor or the Licensor Affiliates with the Licensee contained in this Agreement. The Parties acknowledge that Triad may be sold, recapitalized, or enter into an extraordinary transaction, and upon the consummation of any such transaction, all obligations of Triad, and of Licensor with respect to Triad, shall be terminated without any liability to any Party and all references to Triad in this Agreement shall be null and void.
Indemnification; Insurance Coverage