Indemnitee’s Proceedings. Except as otherwise provided in this Agreement, in connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents, unless (a) such indemnification is expressly required to be made by Delaware Law, (b) the Proceeding was authorized by a majority of the Disinterested Directors, (c) there has been a Change of Control or (d) such indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under Delaware Law.
Indemnitee’s Proceedings. Except as otherwise provided in this Agreement, in connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents, unless (a) such indemnification is expressly required to be made by Nevada Law, (b) the Proceeding was authorized by a majority of the Disinterested Directors (c) there has been a Change of Control or (d) such indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under Nevada Law.
Indemnitee’s Proceedings. In connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents, unless (i) such indemnification is expressly required to be made by Nevada Law or this Agreement, (ii) the Proceeding was authorized by the Board of Directors of the Company or (iii) such indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under Nevada Law.
Indemnitee’s Proceedings. Except as otherwise provided in this Agreement, in connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents, unless (a) such advancement of Expenses or indemnification is expressly required to be made by Maryland Law, (b) the Proceeding was authorized by a majority of the Disinterested Directors, or (c) such advancement of Expenses or indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under Maryland Law or the 1940 Act;
Indemnitee’s Proceedings. In connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against, the Corporation or its directors, officers, employees or other Agents, unless (i) such indemnification is expressly required to be made under the FBCA, (ii) the Proceeding was authorized by a majority of the Disinterested Directors, (iii) there has been a Change of Control, (iv) such indemnification is provided by the Corporation, in its sole discretion, pursuant to the powers vested in the Corporation under the FBCA, (v) such indemnification is provided under a written employment agreement between the Indemnitee and the Corporation or any Subsidiary or Affiliate, (vi) such indemnification is provided under the Articles of Incorporation or the Bylaws, or (vii) such Proceeding is initiated or maintained to enforce the Indemnitee’s rights or the Corporation’s obligations under this Agreement;
Indemnitee’s Proceedings. In connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents, unless (a) such indemnification is expressly required to be made by Delaware Law, (b) the Proceeding was authorized by a majority of the Disinterested Directors,
Indemnitee’s Proceedings. Except as otherwise provided in this Agreement, in connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents, unless (a) such indemnification is expressly required to be made by Utah Law, (b) the Proceeding was authorized by a majority of the Disinterested Directors or (c) such indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under Utah Law.
Indemnitee’s Proceedings. In connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents (other than any Proceeding brought by Indemnitee pursuant to Section 8.6, which shall be governed by the terms of such section), unless (a) such indemnification is expressly required to be made by Delaware Law, (b) the Proceeding was authorized by a majority of the Disinterested Directors, (c) there has been a Change of Control, (d) such indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under Delaware Law or (e) Indemnitee is entitled to indemnification pursuant to Section 8 of the Agreement.
Indemnitee’s Proceedings. Except as otherwise provided in this Agreement, in connection with all or any part of a Proceeding which is initiated or maintained by or on behalf of Indemnitee, or any Proceeding by Indemnitee against the Company or its directors, officers, employees or other agents, unless (a) such indemnification is expressly required to be made by California Law, (b) the Proceeding was authorized by a majority of the Disinterested Directors, (c) there has been a Change of Control or (d) such indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under California Law.
Indemnitee’s Proceedings. In connection with any Proceeding which is initiated or maintained by or on behalf of the Indemnitee against the Corporation or its directors, officers, employees or other Agents, unless (i) such indemnification is expressly required to be made under the DGCL, (ii) the Proceeding was authorized by a majority of the Disinterested Directors, (iii) there has been a Change of Control, (iv) such indemnification is provided by the Corporation, in its sole discretion, pursuant to the powers vested in the Corporation under the DGCL, (v) such indemnification is provided under a written employment agreement between the Corporation and the Indemnitee, (vi) such indemnification is provided under the Certificate of Incorporation or Bylaws, or (vii) such Proceeding is initiated or maintained to enforce the Indemnitee's rights or the Corporation's obligations under this Agreement.
