Common use of INDEMNIFICATION OF THE DIRECTORS Clause in Contracts

INDEMNIFICATION OF THE DIRECTORS. (a) Each Director shall be indemnified by the Company against any losses, judgments, liabilities, expenses, including attorneys' fees and amounts paid in settlement of any claims sustained by such Director arising out of any action or inaction of the Director in his or her capacity as a Director of the Company to the fullest extent allowed by law, provided that the same were not the result of gross negligence or willful misconduct on the part of the Director and provided that the Director, in good faith, reasonably determined that such course of conduct was in the best interest of the Company; provided, however, that such indemnification and agreement to hold harmless shall be recoverable only out of Company assets. Subject to applicable law, the Company shall advance expenses incurred with respect to matters for which a Director may be indemnified hereunder.

Appears in 4 contracts

Samples: Operating Agreement (Medcath Corp), Operating Agreement (Medcath Corp), Operating Agreement (Medcath Corp)

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INDEMNIFICATION OF THE DIRECTORS. (a) Each Director shall be indemnified by the Company against any losses, judgments, liabilities, expenses, including attorneys' ’ fees and amounts paid in settlement of any claims sustained by such Director arising out of any action or inaction of the Director in his or her capacity as a Director of the Company to the fullest extent allowed by law, provided that the same were not the result of gross negligence or willful misconduct on the part of the Director and provided that the Director, in good faith, reasonably determined that such course of conduct was in the best interest of the Company; provided, however, that such indemnification and agreement to hold harmless shall be recoverable only out of Company assetsassets and available insurance coverage. Subject to applicable law, the Company shall advance expenses incurred with respect to matters for which a Director may be indemnified hereunder.;

Appears in 1 contract

Samples: Operating Agreement (Medcath Corp)

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INDEMNIFICATION OF THE DIRECTORS. (a) Each Director shall be indemnified by the Company against any losses, judgments, liabilities, expenses, including attorneys' ’ fees and amounts paid in settlement of any claims sustained by such Director arising out of any action or inaction of the Director in his or her capacity as a Director of the Company to the fullest extent allowed by law, provided that the same were not the result of gross negligence or willful misconduct on the part of the Director and provided that the Director, in good faith, reasonably determined that such course of conduct was in the best interest of the Company; provided, however, that such indemnification and agreement to hold harmless shall be recoverable only out of Company assets. Subject to applicable law, the Company shall advance expenses incurred with respect to matters for which a Director may be indemnified hereunder.

Appears in 1 contract

Samples: Operating Agreement (Medcath Corp)

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