Indemnification of Outside Directors. The Company shall indemnify and the Company and the Foreign Shareholder shall hold harmless each Outside Director from any and all claims arising from, or in any way connected to, his or her performance as a director of the Company under this Agreement except for his or her own individual gross negligence or willful misconduct. To the extent permitted by law, the Company shall advance fees and costs incurred in connection with the defense of any such claim. The Company may purchase insurance to cover this indemnification.
Appears in 2 contracts
Samples: Authorizing Agreement, Authorizing Agreement
Indemnification of Outside Directors. The Company and the Parent jointly and severally shall indemnify and the Company and the Foreign Shareholder shall hold harmless each Outside Director from any and all claims arising from, or in any way connected to, his or her performance as a director of the Company under this Agreement except for his or her own individual gross negligence or willful misconduct. To the extent permitted by law, the Company and the Parent shall advance fees and costs incurred in connection with the defense of any such claim. The Parent or the Company may purchase insurance to cover this indemnification.
Appears in 2 contracts
Indemnification of Outside Directors. The Company and the Parent jointly and severally shall indemnify and the Company and the Foreign Shareholder shall hold harmless each Outside Director from any and all claims arising from, or in any way connected to, his or her performance as a director of the Company under this Agreement except for his or her own individual gross negligence or willful misconduct. To the extent permitted by law, the Company and the Parent shall advance fees and costs incurred in connection with the defense of any such claim. The Parent or the Company may purchase insurance to cover this indemnification.. ARTICLE V- Restrictions Binding on the Company’s Controlled Entities
Appears in 1 contract
Samples: Authorizing Agreement
Indemnification of Outside Directors. The Company shall indemnify indemnify, and the Company and the Foreign Shareholder shall hold harmless harmless, each Outside Director from any and all claims arising from, or in any way connected to, his or her performance as a director of the Company under this Agreement Agreement, except for his or her own individual gross negligence or willful misconduct. To the extent permitted by law, the Company shall advance fees and costs incurred in connection with the defense of any such claim. The Company may purchase insurance to cover this indemnification.
Appears in 1 contract
Samples: Authorizing Agreement (Macdonald Dettwiler & Associates LTD)
Indemnification of Outside Directors. The Company shall indemnify and the Company and the Foreign Shareholder shall hold harmless each Outside Director from any and all claims arising from, or in any way connected to, his or her performance as a director of the Company under this Agreement except for his or her own individual gross negligence or willful misconduct. To the extent permitted by law, the Company shall advance fees and costs incurred in connection with the defense of any such claim. The Company may purchase insurance to cover this indemnification.. ARTICLE V- Restrictions Binding on the Company’s Controlled Entities
Appears in 1 contract
Samples: Authorizing Agreement