Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 18 contracts
Samples: Indemnification Agreement (UTime LTD), Consulting Agreement (Clearsign Combustion Corp), Consulting Agreement (Clearsign Combustion Corp)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 17 contracts
Samples: Indemnification Agreement (Osi Systems Inc), Indemnification Agreement (Osi Systems Inc), Employment Agreement (Cylink Corp /Ca/)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding initiated by Indemnitee against the Company Corporation or any director or officer of the Company Corporation unless (i) the Company Corporation has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 11 contracts
Samples: Indemnification Agreement (Biomimetic Therapeutics, Inc.), Indemnification Agreement (Psychiatric Solutions Inc), Indemnification Agreement (Psychiatric Solutions Inc)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director director, officer, employee or officer agent of the Company unless unless: (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; or (ii) the such Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the such Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 9 contracts
Samples: Indemnification Agreement (Websidestory Inc), Indemnification Agreement (Websidestory Inc), Indemnification Agreement (Websidestory Inc)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, no Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding or part thereof initiated by such Indemnitee against Indemnitor, the Company or any other director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, Proceeding or part thereof; or (ii) the Proceeding or part thereof is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationthis Agreement.
Appears in 7 contracts
Samples: Indemnification Agreement (MICROSTRATEGY Inc), Indemnification Agreement (MICROSTRATEGY Inc), Indemnification Agreement (MICROSTRATEGY Inc)
Initiation of Proceeding. Notwithstanding anything in this ------------------------ Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 4 contracts
Samples: Indemnification Agreement (American Pharmaceutical Partners Inc /Ca/), Indemnification Agreement (Agraquest Inc), Indemnification Agreement (More Com Inc)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company (other than compulsory counterclaims) unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one to enforce indemnification rights under Section 5, 5 or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 4 contracts
Samples: Indemnification Agreement (Comscore, Inc.), Director and Officer Indemnification Agreement (Bespoke Capital Acquisition Corp), Retirement and Transition Services Agreement (Comscore, Inc.)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless unless:
(i) the Company has joined in or the Board has consented to the initiation of such Proceeding, proceeding;
(ii) the Proceeding proceeding is one to enforce indemnification rights under Section 5, or ; or
(iii) the Proceeding proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 4 contracts
Samples: Indemnification Agreement (Penthouse International Inc), Indemnification Agreement (American Pulp Exchange Inc), Indemnification Agreement (American Pulp Exchange Inc)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification or advancement pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationControl.
Appears in 3 contracts
Samples: Indemnification Agreement (Intel Corp), Indemnification Agreement (Intel Corp), Indemnification Agreement (Intel Corp)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification or advancement pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (ia) the Company has joined in in, or the Board has consented to the initiation of to, such Proceeding, ; or (iib) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 3 contracts
Samples: Indemnification Agreement (Blucora, Inc.), Indemnification Agreement (Infospace Inc), Indemnification Agreement (Infospace Inc)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification or advancement pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification Indemnitee's rights under Section 5, this Agreement; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationControl.
Appears in 2 contracts
Samples: Indemnification Agreement (Radisys Corp), Indemnification Agreement (Radisys Corp)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to Indemnification under this Agreement in connection with any Proceeding initiated by Indemnitee against the Company Bancorp or any director or officer of the Company unless Bancorp unless:
(i) the Company Bancorp has joined in or the Board has consented to the initiation of such Proceeding, ;
(ii) the Proceeding is one to enforce indemnification rights under Section section 5, or ; or
(iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 2 contracts
Samples: Indemnification Agreement (Greater Bay Bancorp), Indemnification Agreement (GBB Capital I)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification or advancement pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationControl.
Appears in 2 contracts
Samples: Indemnification Agreement (Mobileye Global Inc.), Indemnification Agreement (Intel Corp)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company or a subsidiary of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 2 contracts
Samples: Indemnification Agreement (Madge Networks Nv), Indemnification Agreement (Madge Networks Nv)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.; or
Appears in 2 contracts
Samples: Indemnification Agreement (Vistagen Therapeutics, Inc.), Indemnification Agreement (Vistagen Therapeutics, Inc.)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one a proceeding under Section 5 to enforce indemnification rights under Section 5rights, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 2 contracts
Samples: Indemnification Agreement (China Jo-Jo Drugstores, Inc.), Indemnification Agreement (China Jo-Jo Drugstores, Inc.)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (ia) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; or (iib) the Proceeding is one to enforce indemnification enforce, assert or interpret Indemnitee’s rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationthis Agreement.
Appears in 2 contracts
Samples: Indemnification Agreement (Diodes Inc /Del/), Indemnification Agreement (Diodes Inc /Del/)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless unless: (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 2 contracts
Samples: Indemnification Agreement (MATECH Corp.), Indemnification Agreement (Material Technologies Inc /Ca/)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding initiated by Indemnitee against the Company Corporation or any director or officer of the Company Corporation unless (i) the Company Corporation has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section paragraph 5, ; or (iii) the Proceeding is instituted after a Change in Control and the Independent Counsel has approved its initiation.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director director, officer, employee or officer agent of the Company unless unless:
(i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; or
(ii) the such Proceeding is one to enforce indemnification rights under Section 5, or ; or
(iii) the such Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company Corporation or any director or officer of the Company Corporation unless (i) the Company Corporation has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, 6; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 1 contract
Samples: Indemnification Agreement (Monmouth Real Estate Investment Corp)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board of Directors has consented to the initiation of such Proceeding, or (ii) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationrights.
Appears in 1 contract
Samples: Indemnification Agreement (Ps Business Parks Inc/Ca)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one to enforce indemnification rights under Section 5, 5 or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationControl.
Appears in 1 contract
Samples: Indemnification Agreement (Dolby Laboratories, Inc.)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one to enforce indemnification rights under Section 54, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 1 contract
Samples: Directors and Officers Indemnification Agreement (Basic Care Networks Inc)
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding initiated by Indemnitee against the Company Corporation or any director or officer of the Company Corporation unless (i) the Company Corporation has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section paragraph 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director Director or officer Officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Legal Counsel has approved its initiation.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) first authorized by the Company has joined in or the Board has consented to the initiation of such Proceeding, (ii) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiationBoard.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless unless:
(i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; or
(ii) the Proceeding is one to enforce indemnification rights under Section SECTION 5, or ; or
(iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless unless:
(i) the Company has joined in or the Board has consented to the initiation of such Proceeding, proceeding; or
(ii) the Proceeding proceeding is one to enforce indemnification rights under Section 5, or ; or
(iii) the Proceeding proceeding is instituted after a Change change in Control control and Independent Counsel independent counsel has approved its initiation.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; or (ii) the Proceeding is one to enforce indemnification rights under Section 5, or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation4.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to this Agreement in connection with any Proceeding initiated by Indemnitee against the Company or any director or officer of the Company or a subsidiary or affiliate of the Company unless (i) the Company has joined in or the Board has consented to the initiation of such Proceeding, ; (ii) the Proceeding is one to enforce indemnification rights under Section 5, ; or (iii) the Proceeding is instituted after a Change in Control and Independent Counsel has approved its initiation.
Appears in 1 contract
Initiation of Proceeding. Notwithstanding anything in this Agreement to the contrary, Indemnitee shall not be entitled to indemnification pursuant to under this Agreement in connection with any Proceeding proceeding initiated by Indemnitee against the Company or any director or officer of the Company unless unless:
(i) the Company has joined in or the Board has consented to the initiation of such Proceeding, proceeding;
(ii) the Proceeding proceeding is one to enforce indemnification rights under Section 5, or ; or
(iii) the Proceeding proceeding is instituted after a Change change in Control control and Independent Counsel independent counsel has approved its initiation.
Appears in 1 contract
Samples: Indemnification Agreement (Franklin Telecommunications Corp)
