Common use of Judicial Determinations in Derivative Suits Clause in Contracts

Judicial Determinations in Derivative Suits. In each action or suit described in SECTION 2 hereof, the Company shall cause its counsel to use its best efforts to obtain from the Court in which such action or suit was brought (i) an express adjudication whether the Director is liable for negligence or misconduct in the performance of his duty to the Company, and, if the Director is so liable, (ii) a determination whether and to what extent, despite the adjudication of liability but in view of all the circumstances of the case (including this Agreement), the Director is fairly and reasonably entitled to indemnification.

Judicial Determinations in Derivative Suits. In each action or suit described in SECTION 2 hereof, the Company shall cause its counsel to use its best efforts to obtain from the Court in which such action or suit was brought (i) an express 7 adjudication whether the Director is liable for negligence or misconduct in the performance of his duty to the Company, and, if the Director is so liable, (ii) a determination whether and to what extent, despite the adjudication of liability but in view of all the circumstances of the case (including this Agreement), the Director is fairly and reasonably entitled to indemnification.