Liability Insurance Indemnification. The Company will insure the Executive (including his heirs, executors and administrators) with coverage under a standard directors’ and officers’ liability insurance policy at the Company’s expense.
Liability Insurance Indemnification. The Company shall provide the Employee (including Employee’s heirs, executors, and administrators) with coverage under a standard directors’ and officers’ liability insurance policy at the Company’s expense, or in lieu thereof, shall indemnify the Employee (and Employee’s heirs, executors, and administrators) to the fullest extent permitted under Federal law against all expenses and liabilities reasonably incurred in connection with or arising out of any action, suit or proceeding in which Employee may be involved by reason of Employee’s having been a director or officer of the Company (whether or not Employee continues to be a director or officer at the time of incurring such expenses or liabilities); such expenses and liabilities to include, but not limited to, judgments, court costs and attorneys’ fees and the cost of reasonable settlements, and such settlements to be approved by the Board of Directors of the Company; provided, however, that such indemnification shall not extend to matters as to which the Employee is finally adjudged to be liable for willful misconduct or gross negligence in the performance of duties as a director or officer of the Company.
Liability Insurance Indemnification. The Company shall maintain officers’ liability insurance coverage for Executive in reasonable amounts during the Period of Agreement and, for any act or omission occurring during the Period of Agreement, at all times thereafter for the duration of any period of limitations during which any action may be brought against the Executive, in the same amount and to the same extent as the Company covers members of the Board. The Executive shall be indemnified and held harmless to the fullest extent permitted under the Company’s Articles of Incorporation, Bylaws, and applicable law, including the U.S. Bankruptcy Code (11 U.S.C. § 101 et seq.), from any and all claims, lawsuits, losses, damages, assessments, amounts paid in settlement, penalties, expenses, costs and liabilities of any kind or nature, including without limitation, court costs and reasonable attorneys’ fees, which the Executive may sustain directly as a result of, or in connection with, any act or omission by the Company or its employees or any claim, suit or other proceeding brought or threatened by a third party (including but not limited to governmental or regulatory agencies or bodies) in connection with the Executive’s employment with the Company or any subsidiary or affiliate thereof.
Liability Insurance Indemnification. The Bank shall provide the ------------------------------------ Employee (including his heirs, executors, and administrators) with coverage under a standard directors' and officers' liability insurance policy at the Bank's expense, or in lieu thereof, shall indemnify the Employee (and his heirs, executors, and administrators) to the fullest extent permitted under Federal law against all expenses and liabilities reasonably incurred by him in connection with or arising out of any action, suit or proceeding in which he may be involved by reason of his having been a director or officer of the Bank (whether or not he continues to be a director or officer at the time of incurring such expenses or liabilities); such expenses and liabilities to include, but not limited to, judgments, court costs and attorneys' fees and the cost of reasonable settlements, and such settlements to be approved by the Board of Directors of the Bank; provided, however, that such indemnification shall not extend to matters as to which the Employee is finally adjudged to be liable for willful misconduct or gross negligence in the performance of his duties as a director or officer of the Bank.
Liability Insurance Indemnification. The Bank shall provide the Executive (including his heirs, executors and administrators) with coverage under a standard directors’ and officers’ liability insurance policy at the Bank’s expense or, in lieu thereof, shall indemnify the Executive (and his heirs, executors and administrators) to the fullest extent permitted under applicable law against all expenses and liabilities reasonably incurred by him in connection with or arising out of any action, suit or proceeding in which he may be involved by reason of his having been a director or officer of the Bank (whether or not he continues to be a director or officer at the time of incurring such expenses or liabilities). Such expenses and liabilities shall include, but are not limited to, judgments, court costs, attorneys’ fees and the cost of reasonable settlements, and such settlements shall be approved by the Board; provided, however, that such indemnification shall not extend to matters as to which the Executive is finally adjudged to be liable for willful misconduct or gross negligence in the performance of his duties as a director or officer of the Bank.
Liability Insurance Indemnification. The Company shall cover the Executive under directors’ and officers’ liability insurance both during and, while potential liability exists, after the term of this Agreement in the same amount and to the same extent as the Company covers its other officers and directors. In addition, the Company shall indemnify the Executive on the same basis as members of the Board. The tights of indemnification shall not be deemed exclusive under applicable law, the Company’s Certificate of Incorporation, the Company’s Bylaws, any agreement, a vote of stockholders, a resolution of directors or otherwise, of the Company.
Liability Insurance Indemnification. Throughout the term of this Agreement and any extension thereof, Employer shall provide Employee with officers and directors liability insurance average in an amount not less than $3,000,000. Failure of insurance to cover and act or omission for which Employer would otherwise have a duty to indemnify Employee under applicable law shall not relieve Employer of such duty to indemnify Employee.
Liability Insurance Indemnification. Within a reasonable period of time following the signing of this agreement, the Company shall provide the Executive with coverage under a standard directors' and officers' liability insurance policy, at the Company's expense. In addition, the Executive shall be granted indemnification by the Parent Company in connection with his position therein.
Liability Insurance Indemnification. The Company will insure Sxxxxx with coverage under a standard directors' and officers' liability insurance policy at the Company's expense
Liability Insurance Indemnification. Each Party understands and acknowledges that any Claim may be filed for damages resulting from acts or omissions in connection with planning, designing, constructing, operating, maintaining, and financing the Network or that other unforeseen costs and expenses may be incurred in connection with the planning, designing, constructing, operating, maintaining and financing the Network. The Parties agree that except to the extent this Agreement provides otherwise, a Claim will be shared by the Parties in proportion to each Party’s share of the total number of Subscriber Units at the time the Claim is first served on the RWC or any Party. Each Party must promptly notify the Board and the Administrative Manager upon receipt of any Claim relating to the Network. The Administrative Manager will take the lead role on behalf of the RWC in coordinating the investigation and defense of any Claim made in connection with planning, designing, constructing, operating, maintaining or financing the Network; provided, however, that the Members must reimburse the Administrative Manager for all damages, costs and expenses of whatever kind (including but not limited to attorneys’ fees and litigation expenses) incurred by the Administrative Manager as a result of such obligation. Nothing in this section will preclude any Party, at its expense, from providing its own legal counsel in connection with any Claim made in connection with planning, designing, constructing, operating, maintaining or financing the Network. Each Member is responsible to insure its liability relating to its RWC membership or liability that is not assumed by the RWC under this Agreement. With regard to any Claim arising out of or relating to the ownership or maintenance of Member Retained Property, such Member (as "Indemnitor") agrees to indemnify, defend, and hold harmless the other Members (as "Indemnitees") for, from, and against any Claim, but only to the extent that such Claim results in vicarious/derivative liability to the Indemnitees and are caused by the act, omission, negligence, misconduct, or other fault of the Indemnitor, its officers, officials, agents, employees, or volunteers. The RWC, Board, Executive Director, Administrative Manager, Network Administrator, Network Manager, and Encryption Manager will not be liable for any Claim arising out of, based upon or attributable to any other Member's failure or omission in effecting or maintaining adequate insurance on its Member Retained Property. ...
