Indemnification of Directors. The Company shall indemnify each director against all claims and liabilities incurred by reason of his being a director of the Company, provided that the director’s acts or omissions giving rise to such claim or liability did not constitute gross negligence, intentional or willful misconduct or fraud.
Appears in 3 contracts
Samples: Joint Venture Agreement (Video River Networks, Inc.), Joint Venture Agreement, Joint Venture Agreement (Weight Watchers International Inc)
Indemnification of Directors. The Company shall indemnify each director against all claims the Directors of the Company to the greatest extent permitted by applicable law with respect to any liability, claim or expense incurred arising out of or related to their service as Directors of the Company and liabilities incurred shall obtain Directors and Officers liability insurance coverage to the extent available on reasonable terms, as determined by reason resolution of his being a director the Directors of the Company, provided that the director’s acts or omissions giving rise to such claim or liability did not constitute gross negligence, intentional or willful misconduct or fraud.
Appears in 2 contracts
Samples: Shareholders' Agreement (Crown Castle International Corp), Shareholders' Agreement (Crown Castle International Corp)
Indemnification of Directors. A Director shall not be personally liable for any act or omission except those involving fraud or willful wrongdoing. The Company shall indemnify each director all Directors and Managers of the Company against all claims and liabilities expenses incurred by reason such persons related to the defense or settlement of his being any claim, petition, action or suit arising from such person having been a director Director or Manager of the Company, provided that except where the directorDirector’s acts or omissions giving rise to such claim or liability did not constitute gross negligence, intentional Manager’s wrongful act involves fraud or willful misconduct or fraudwrongdoing.
Appears in 2 contracts
Samples: Shareholder Agreement (Entertainment Gaming Asia Inc.), Shareholder Agreement (Entertainment Gaming Asia Inc.)
Indemnification of Directors. The 150 To the extent permitted by the Companies Acts, the Company may indemnify any Director against any liability and may purchase and maintain for any Director insurance against any liability. No Director of the Company or of any associated company shall indemnify each director against all claims be accountable to the Company or the members for any benefit provided pursuant to this article and liabilities incurred by reason the receipt of his any such benefit shall not disqualify any person from being or becoming a director Director of the Company, provided that . For the director’s acts or omissions giving rise to such claim or liability did not constitute gross negligence, intentional or willful misconduct or fraud.purpose of this article the term “
Appears in 2 contracts
Samples: Articles of Association (Unilever PLC), Articles of Association (Unilever PLC)
Indemnification of Directors. The Company shall indemnify each director Director to the maximum extent permissible under Law against all claims and liabilities any liability incurred by reason such Director in the actual or purported execution or discharge of his being a director duties or the exercise or purported exercise of the Companysuch Director’s powers or otherwise in connection with his duties, provided that the director’s acts powers or omissions giving rise to such claim or liability did not constitute gross negligence, intentional or willful misconduct or fraudoffice.
Appears in 1 contract
Samples: Shareholder Agreement
Indemnification of Directors. The 150 To the extent permitted by the Companies Acts, the Company may indemnify any Director against any liability and may purchase and maintain for any Director insurance against any liability. No Director of the Company or of any associated company shall indemnify each director against all claims be accountable to the Company or the members for any benefit provided pursuant to this article and liabilities incurred by reason the receipt of his any such benefit shall not disqualify any person from being or becoming a director Director of the Company, provided that . For the director’s acts or omissions giving rise to such claim or liability did not constitute gross negligence, intentional or willful misconduct or fraudpurpose of this article the term “Director” shall include any former Director of the Company.
Appears in 1 contract