Common use of Indemnity in Derivative Actions Clause in Contracts

Indemnity in Derivative Actions. The Company shall indemnify Indemnitee if Indemnitee is a party to or threatened to be made a party to or, to the extent not prohibited by the NRS, otherwise involved in any Proceeding by or in the right of the Company to procure a judgment in its favor by reason of the fact that Indemnitee was or is an Agent of the Company or, to the extent not prohibited by the NRS, by reason of any act or inaction by him or her in any such capacity, against all Expenses, to the fullest extent permitted by the NRS, incurred by Indemnitee in connection with the investigation, defense, settlement, or appeal of such Proceeding, if Indemnitee either is not liable pursuant to NRS 78.138 or acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the Company;

Indemnity in Derivative Actions. The Company shall indemnify Indemnitee if Indemnitee is a party to or threatened to be made a party to or, to the extent not prohibited by the NRS, or otherwise involved in any Proceeding by or in the right name of the Company to procure a judgment in its favor by reason of the fact that Indemnitee was or is an Agent of the Company or, to the extent not prohibited by the NRS, or by reason of any act or inaction by him or her in any such capacity, against all ExpensesExpenses or liabilities of any type whatsoever (including, to the fullest extent permitted by the NRSbut not limited to, judgments, fines and amounts paid in settlement) actually and reasonably incurred by Indemnitee in connection with the investigation, defense, settlement, settlement or appeal of such Proceeding, if Indemnitee either is not liable pursuant to NRS 78.138 or acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the Company;