Common use of Liability Insurance and Indemnification Clause in Contracts

Liability Insurance and Indemnification. The Company represents and warrants that it has in place directors and officers liability insurance policies (the “D & O Insurance Policies”), naming Executive as an insured against any and all claims, actions, causes of action, lawsuits or investigations which could be brought against Executive in his capacity as Chief Executive Officer of the Company, subject only to the specific exclusions set forth in said policies, including without limitation, any exclusion for fraud, willful misconduct, or misrepresentation. For the period of time for which Executive is an employee of the Company, Company shall maintain these policies and timely pay all premiums due under these policies. The Company shall acquire such “tail” or other policies of insurance to continue the coverage of Executive, should he no longer be employed by the Company to cover any subsequent claims, actions, lawsuits, causes of action or investigations brought against Executive while in the capacity of Chief Executive Officer of the Company. The Company shall indemnify and hold Executive harmless from any action, claim, lawsuit, cause of action or investigation brought against Executive as the Chief Executive Officer of the Company, regardless of whether the D & O Insurance Policies are in place, and regardless of whether Executive has left the employ of the Company as Chief Executive Officer or otherwise. This agreement by the Company to indemnify and hold Executive harmless shall include the Company’s obligation to pay all damages, injuries and penalties incurred by Executive or against Executive, and Executive’s costs and reasonable attorneys’ fees. This agreement to indemnify and hold harmless shall not apply if and only if Executive is convicted of a felony which is affirmed on appeals or is not appealed, or is found guilty, by final verdict, of fraud or willful misconduct.

Liability Insurance and Indemnification. The Company represents and warrants that it has in place directors Directors and officers Officers liability insurance policies (the “D & O Insurance Policies”), naming Executive Employee as an insured against any and all claims, actions, causes of action, lawsuits or investigations which could be brought against Executive employee in his capacity as Chief Executive Officer an employee, director or officer of the CompanyCompany and any of its subsidiaries, subject only to the specific exclusions set forth in said policies, including without limitation, any exclusion for fraud, willful misconduct, or misrepresentation. For the period of time for which Executive Employee is an employee of the Company, the Company shall maintain these policies and timely pay all premiums due under these those policies. The Company shall acquire such “tail” or other policies of insurance to continue the coverage of ExecutiveEmployee, should he no longer be employed by the Company to cover any subsequent claims, actions, lawsuits, causes of action or investigations brought against Executive Employee while in the capacity of Chief Executive Officer as an employee of the Company. The Company shall indemnify and hold Executive Employee harmless to the greatest extent permitted by the law, from any action, claim, lawsuit, cause of action or investigation brought against Executive Employee as the Chief Executive Officer an employee, officer or director of the CompanyCompany and any of its subsidiaries, regardless of whether the D & O Directors and Officers Liability Insurance Policies are in place, and regardless of whether Executive Employee has left ceased to be employed by the employ of the Company as Chief Executive Officer Company, or otherwise. This agreement by the Company to indemnify and hold Executive Employee harmless shall include the Company’s obligation to pay all damages, injuries and penalties incurred by Executive Employee or against ExecutiveEmployee, and ExecutiveEmployee’s costs and reasonable attorneys’ fees. This agreement to indemnify and hold harmless shall not apply if and only if Executive Employee is convicted of a felony which is affirmed on appeals or is not appealed, or is found guilty, by final verdict, of fraud or willful misconduct.

Liability Insurance and Indemnification. The Company represents and warrants that it Gastar has in place directors Directors and officers Officers liability insurance policies (the “D & O Insurance Policies”), naming Executive Xxxxxx as an insured against any and all claims, actions, causes of action, lawsuits or investigations which could be brought against Executive Xxxxxx in his capacity as President and Chief Executive Officer of the CompanyGastar, subject only to the specific exclusions set forth in said policies, including without limitation, any exclusion for fraud, willful misconduct, or misrepresentationPolicies. For the duration of the period of time for which Executive is Xxxxxx shall be an employee of the Company, including as the President and Chief Executive Officer of Gastar, the Company shall maintain these policies and timely pay all premiums due under these those policies. The Company shall acquire such “tail” or other policies of insurance to continue the coverage of ExecutiveXxxxxx, should he no longer be employed by the Company to cover any subsequent claims, actions, lawsuits, causes of action or investigations brought against Executive Xxxxxx while in the capacity of Chief Executive Officer President and CEO of the Company. The Company shall indemnify and hold Executive Xxxxxx harmless from any action, claim, lawsuit, cause of action or investigation brought against Executive Xxxxxx, as the President and Chief Executive Officer of the Company, regardless of whether the D & O Directors and Officers Liability Insurance Policies are in place, and regardless of whether Executive Xxxxxx has left the employ of the Company as Chief Executive Officer President, CEO, or otherwise. This agreement by the Company to indemnify and hold Executive Xxxxxx harmless shall include the Company’s obligation to pay all damages, injuries and penalties incurred by Executive Xxxxxx or against ExecutiveXxxxxx, and Executive’s Xxxxxx’x costs and reasonable attorneys’ fees. This agreement to indemnify and hold harmless shall not apply if and only if Executive Xxxxxx is convicted of a felony which is affirmed on appeals or is not appealed, or is found guilty, by final verdict, of fraud or willful misconductfraud.

Liability Insurance and Indemnification. The Company represents and warrants that it Gastar has in place directors Directors and officers Officers liability insurance policies (the “D & O Insurance Policies”), naming Executive Xxxxxxx as an insured against any and all claims, actions, causes of action, lawsuits or investigations which could be brought against Executive Xxxxxxx in his capacity as Vice President and Chief Executive Financial Officer of the CompanyGastar, subject only to the specific exclusions set forth in said policiesPolicies, including without limitation, any exclusion for fraud, willful misconduct, or misrepresentation. For the period of time for which Executive Xxxxxxx is an employee of the Company, Company shall maintain these policies and timely pay all premiums due under these those policies. The Company shall acquire such “tail” or other policies of insurance to continue the coverage of ExecutiveXxxxxxx, should he no longer be employed by the Company to cover any subsequent claims, actions, lawsuits, causes of action or investigations brought against Executive Xxxxxxx while in the capacity of Chief Executive Officer CFO of the Company. The Company shall indemnify and hold Executive Xxxxxxx harmless from any action, claim, lawsuit, cause of action or investigation brought against Executive Xxxxxxx, as the Vice President and Chief Executive Financial Officer of the Company, regardless of whether the D & O Directors and Officers Liability Insurance Policies are in place, and regardless of whether Executive Xxxxxxx has left the employ of the Company as Chief Executive Officer Vice President, CFO, or otherwise. This agreement by the Company to indemnify and hold Executive Xxxxxxx harmless shall include the Company’s obligation to pay all damages, injuries and penalties incurred by Executive Xxxxxxx or against ExecutiveXxxxxxx, and Executive’s Xxxxxxx’x costs and reasonable attorneys’ fees. This agreement to indemnify and hold harmless shall not apply if and only if Executive Xxxxxxx is convicted of a felony which is affirmed on appeals or is not appealed, or is found guilty, by final verdict, of fraud or willful misconduct.

Liability Insurance and Indemnification. The Company represents and warrants that it has in place directors and officers liability insurance policies (the “"D & O Insurance Policies”"), naming Executive as an insured against any and all claims, actions, causes of action, lawsuits or investigations which could be brought against Executive in his capacity as Senior Vice President and Chief Executive Operating Officer of the Company, subject only to the specific exclusions set forth in said policies, including without limitation, any exclusion for fraud, willful misconduct, or misrepresentation. For the period of time for which Executive is an employee of the Company, Company shall maintain these policies and timely pay all premiums due under these policies. The Company shall acquire such “"tail” " or other policies of insurance to continue the coverage of Executive, should he no longer be employed by the Company to cover any subsequent claims, actions, lawsuits, causes of action or investigations brought against Executive while in the capacity of Senior Vice President and Chief Executive Operating Officer of the Company. The Company shall indemnify and hold Executive harmless from any action, claim, lawsuit, cause of action or investigation brought against Executive as the Senior Vice President and Chief Executive Operating Officer of the Company, regardless of whether the D & O Insurance Policies are in place, and regardless of whether Executive has left the employ of the Company as Senior Vice President and Chief Executive Operating Officer or otherwise. This agreement by the Company to indemnify and hold Executive harmless shall include the Company’s 's obligation to pay all damages, injuries and penalties incurred by Executive or against Executive, and Executive’s 's costs and reasonable attorneys’ ' fees. This agreement to indemnify and hold harmless shall not apply if and only if Executive is convicted of a felony which is affirmed on appeals or is not appealed, or is found guilty, by final verdict, of fraud or willful misconduct.

Liability Insurance and Indemnification. The Company represents and warrants that it has in place directors and officers liability insurance policies (the “"D & O Insurance Policies”"), naming Executive as an insured against any and all claims, actions, causes of action, lawsuits or investigations which could be brought against Executive in his capacity as Senior Vice President and Chief Executive Financial Officer of the Company, subject only to the specific exclusions set forth in said policies, including without limitation, any exclusion for fraud, willful misconduct, or misrepresentation. For the period of time for which Executive is an employee of the Company, Company shall maintain these policies and timely pay all premiums due under these policies. The Company shall acquire such “"tail” " or other policies of insurance to continue the coverage of Executive, should he no longer be employed by the Company to cover any subsequent claims, actions, lawsuits, causes of action or investigations brought against Executive while in the capacity of Senior Vice President and Chief Executive Financial Officer of the Company. The Company shall indemnify and hold Executive harmless from any action, claim, lawsuit, cause of action or investigation brought against Executive as the Senior Vice President and Chief Executive Financial Officer of the Company, regardless of whether the D & O Insurance Policies are in place, and regardless of whether Executive has left the employ of the Company as Senior Vice President and Chief Executive Officer Financial Officer, or otherwise. This agreement by the Company to indemnify and hold Executive harmless shall include the Company’s 's obligation to pay all damages, injuries and penalties incurred by Executive or against Executive, and Executive’s 's costs and reasonable attorneys’ ' fees. This agreement to indemnify and hold harmless shall not apply if and only if Executive is convicted of a felony which is affirmed on appeals or is not appealed, or is found guilty, by final verdict, of fraud or willful misconduct.