Integration and Entire Agreement. This Agreement sets forth the entire understanding between the parties hereto and supersedes and merges all previous written and oral negotiations, commitments, understandings and agreements relating to the subject matter hereof between the parties hereto, provided that the provisions hereof shall be cumulative of (and for the benefit of Indemnitee) and not supersede the provisions of the Company’s, or any of its Subsidiaries’, certificate of incorporation, bylaws or other organizational agreement or instrument of the Company and its Subsidiaries, any employment or other agreement, any vote of stockholders, unitholders, members, managers, partners or directors, the DGCL or other applicable law. To the extent of any conflict between the terms of this Agreement and any other corporate documents, the terms most favorable to Indemnitee shall apply at the election of Indemnitee.
Appears in 7 contracts
Samples: Director Indemnification Agreement (Warner Music Group Corp.), Director Indemnification Agreement (Sylvamo Corp), Director Indemnification Agreement (Jackson Financial Inc.)
Integration and Entire Agreement. This Agreement sets forth the entire understanding between the parties hereto and supersedes and merges all previous written and oral negotiations, commitments, understandings and agreements relating to the subject matter hereof between the parties hereto, including any existing indemnification agreements relating to membership of a Governing Body of the Companies; provided that the provisions hereof shall be cumulative of (and for the benefit of Indemnitee) and not supersede the provisions of the Company’s, or any of its Subsidiaries’, certificate of incorporation, bylaws or other organizational agreement or instrument of the Company Companies and its Subsidiariestheir subsidiaries, any employment or other agreement, any vote of stockholders, unitholders, members, managers, partners stockholders or directors, the DGCL or other applicable law. To the extent of any conflict between the terms of this Agreement and any other corporate documentsdocument, the terms most favorable to the Indemnitee shall apply at the election of Indemnitee.
Appears in 1 contract
Samples: Form of Indemnification Agreement (Envision Healthcare Holdings, Inc.)
Integration and Entire Agreement. This Agreement sets forth the entire understanding between the parties hereto and supersedes and merges all previous written and oral negotiations, commitments, understandings and agreements relating to the subject matter hereof between the parties hereto, including any existing indemnification agreements relating to membership of a Governing Body of the Corporation; provided that the provisions hereof shall be cumulative of (and for the benefit of Indemnitee) and not supersede the provisions of the Company’s, or any of its Subsidiaries’, certificate of incorporation, bylaws or other organizational agreement or instrument of the Company Corporation and its Subsidiariessubsidiaries, any employment or other agreement, any vote of stockholders, unitholders, members, managers, partners stockholders or directors, the DGCL or other applicable law. To the extent of any conflict between the terms of this Agreement and any other corporate documentsdocument, the terms most favorable to the Indemnitee shall apply at the election of Indemnitee.
Appears in 1 contract
Samples: Indemnification Agreement (Envision Healthcare Corp)