Limitation of Liability of Directors, Officers, etc Sample Clauses

Limitation of Liability of Directors, Officers, etc of Authority and the Trustee 52
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Limitation of Liability of Directors, Officers, etc of ------------ -------------------------------------------------------- Issuer and the Trustee. No covenant, agreement or obligation contained herein ---------------------- shall be deemed to be a covenant, agreement or obligation of any present or future director, officer, member, employee or agent of the Issuer or the Trustee in his individual capacity, and neither the directors of the Issuer or the Trustee nor any officer thereof executing the Bonds shall be liable personally on the Bonds or be subject to any personal liability or accountability by reason of the issuance thereof. No director, officer, member, employee, agent or adviser of the Issuer or the Trustee shall incur any personal liability with respect to any other action taken by him pursuant to this Indenture or the Act, provided such director, officer, member, employee, agent or adviser does not act in bad faith.
Sample 1

Related to Limitation of Liability of Directors, Officers, etc

  • Indemnification of Officers and Directors (a) From the Effective Time through the sixth (6th) anniversary of the date on which the Effective Time occurs, each of Parent and the Surviving Corporation, jointly and severally, shall indemnify and hold harmless each person who is now, or has been at any time prior to the date hereof, or who becomes prior to the Effective Time, a director, officer, fiduciary or agent of Parent or the Company and their respective Subsidiaries, respectively (the “D&O Indemnified Parties”), against all claims, losses, liabilities, damages, judgments, fines and reasonable fees, costs and expenses, including attorneys’ fees and disbursements, incurred in connection with any claim, action, suit, proceeding or investigation, whether civil, criminal, administrative or investigative, arising out of or pertaining to the fact that the D&O Indemnified Party is or was a director, officer, fiduciary or agent of Parent or of the Company, whether asserted or claimed prior to, at or after the Effective Time, in each case, to the fullest extent permitted under applicable Law. Each D&O Indemnified Party will be entitled to advancement of expenses incurred in the defense of any such claim, action, suit, proceeding or investigation from each of Parent and the Surviving Corporation, jointly and severally, upon receipt by Parent or the Surviving Corporation from the D&O Indemnified Party of a request therefor; provided that any such person to whom expenses are advanced provides an undertaking to Parent, to the extent then required by the DGCL, to repay such advances if it is ultimately determined that such person is not entitled to indemnification.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!