Indemnity of Executive. To the fullest extent permitted by law, and subject only to the exclusions set forth in Sections 7.2 and 7.10 of this Agreement, the Company hereby agrees to hold harmless and indemnify the Executive from and against any and all reasonable costs and expenses (including, but not limited to, attorneys’ fees) and any liabilities (including, but not limited to, judgments, fines, penalties and reasonable settlements) paid by or on behalf of, or imposed against, the Executive in connection with any threatened, pending or completed claim, action, suit or proceeding, whether civil, criminal, administrative, investigative or other (including any appeal relating thereto), whether formal or informal, and whether made or brought by or in the right of the Company or otherwise, in which the Executive is, was or at any time becomes a party or witness, or is threatened to be made a party or witness, or otherwise, by reason of the fact that the Executive is, was or at any time becomes a director, officer, employee or agent of the Company or, at the Company’s request, a director, officer, partner, manager, trustee, employee or agent of another corporation, partnership, limited liability company, joint venture, trust, employee benefit plan or other enterprise.
Indemnity of Executive. The Company hereby agrees to hold harmless and indemnify Executive to the fullest extent authorized or permitted by the provisions of the Bylaws and applicable law against any and all expenses (including attorneys’ fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Executive becomes legally obligated to pay because of any claim or claims made against or by him in connection with any threatened, pending or completed action, suit or proceeding, whether civil, criminal, arbitrational, administrative or investigative (including an action by or in the right of the Company) to which Executive is, was or at any time becomes a party, or is threatened to be made a party, by reason of the fact that Executive is, was or at any time becomes a director, officer, employee or other agent of Company, or is or was serving or at any time serves at the request of the Company as a director, officer, employee or other agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise.
Indemnity of Executive. 10 13. Successors............................................................ 10 14. Miscellaneous......................................................... 11 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of December 22, 1998 between XXXXXX XXXXX, an individual (the "Executive"), and NEW FRONTIER MEDIA, INC. ("NFM"), a Colorado corporation, recites and provides as follows:
Indemnity of Executive. FECI shall indemnify and defend the Executive against all claims relating to the performance of his duties hereunder to the fullest extent permitted by FECI's Articles of Incorporation and Bylaws, the relevant provisions of which shall not be amended in their application to the Executive to be any less favorable to him than as at present, except as required by law. During the continuance of the Executive's employment hereunder, FECI shall maintain in effect uninterrupted standard directors and officers liability insurance coverage insuring the Executive against such claims, with limits of coverage of not less than $10,000,000 per occurrence and without deductibles, which insurance shall include a standard SEC coverage endorsement.
Indemnity of Executive. 11 13. SUCCESSORS......................................................11 14. MISCELLANEOUS. .................................................12 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of October 27, 1999 between XXXXX XXXXXXX, an individual (the "Executive"), and INTERACTIVE, INC. ("IGI"), a California corporation, recites and provides as follows:
Indemnity of Executive. NFM shall indemnify and defend the Executive against all claims relating to the performance of his duties hereunder to the fullest extent permitted by NFM's Articles of Incorporation and Bylaws, the relevant provisions of which shall not be amended in their application to the Executive to be any less favorable to him than as at present, except as required by law.
Indemnity of Executive. Subject only to the limitations set forth in Section 2, below, the Company shall indemnify the Executive to the full extent not otherwise prohibited by the Statute or other applicable law, including without limitation indemnity:
(a) Against any and all costs and expenses (including travel, legal, expert, and other professional fees and expenses), judgments, damages, fines (including excise taxes with respect to employee benefit plans), penalties, and amounts paid in settlement actually and reasonably incurred by the Executive (collectively, “Expenses”), in connection with any threatened, pending, or completed action, suit or proceeding, or arbitration or other alternative dispute resolution mechanism, whether domestic or foreign, whether civil, criminal, administrative, or investigative, (each a “Proceeding”) to which the Executive is or at any time becomes a party, or is threatened to be made a party, as a result, directly or indirectly, of serving at any time: (i) as a director, officer, employee, or agent of the Company; or (ii) at the request of the Company as a director, officer, employee, trustee, fiduciary, manager, member, or agent of a corporation, partnership, trust, limited liability company, employee benefit plan, or other enterprise or entity, whether domestic or foreign; and
(b) Otherwise to the fullest extent that the Executive may be indemnified by the Company under the Regulations and the Statute, including without limitation the non-exclusivity provisions thereof.
Indemnity of Executive. 13 14. Successors.......................................................... 13 15. Miscellaneous....................................................... 13 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of February 2, 1999, between JOHN X. XxXXXXXXX, xx individual (the "Executive"), and FLORIDA EAST COAST INDUSTRIES, INC. ("FECI"), a Florida corporation, recites and provides as follows:
Indemnity of Executive. ITN shall indemnify and defend the Executive against all claims relating to the performance of his duties hereunder to the fullest extent permitted by ITN's Articles of Incorporation and Bylaws, the relevant provisions of which shall not be amended in their application to the Executive to be any less favorable to him than as at present, except as required by applicable law.
Indemnity of Executive. Employer shall indemnify and defend the Executive against all claims relating to the performance of his duties hereunder to the fullest extent permitted by Employer's Certificate of Incorporation and Bylaws, the relevant provisions of which shall not be amended in their application to the Executive to be any less favorable to him than as at present, except as required by law. During the continuance of the Executive's employment hereunder, Employer shall maintain in effect uninterrupted standard directors and officers liability insurance coverage insuring the Executive against such claims, with limits of coverage of not less than Ten Million Dollars ($10,000,000) per occurrence and without deductibles.
