Common use of Limitation on Required Maintenance of D&O Insurance Clause in Contracts

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 60 contracts

Samples: Indemnity Agreement (Applied Digital Corp.), Indemnity Agreement (Immersion Corp), Separation Agreement (Immersion Corp)

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Limitation on Required Maintenance of D&O Insurance. Notwithstanding --------------------------------------------------- the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 2 contracts

Samples: Indemnity Agreement (Extreme Networks Inc), Indemnity Agreement (Firstamerica Automotive Inc /De/)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if to the extent that the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 2 contracts

Samples: Investment and Transaction Agreement (Id Systems Inc), Indemnification Agreement (PowerFleet, Inc.)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company determines in good faith that such insurance is not reasonably available, the the, premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the CompanyCompany or by another person pursuant to a contractual obligation owed to the Company or Indemnitee.

Appears in 2 contracts

Samples: Indemnity Agreement (Bristow Group Inc), Indemnity Agreement (Bristow Group Inc)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the CompanyCompany or by another person pursuant to a contractual obligation owed to the Company or Indemnitee.

Appears in 1 contract

Samples: Indemnification Agreement (Rush Enterprises Inc \Tx\)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, benefit or the Indemnitee is covered by similar insurance maintained by a subsidiary an affiliate of the Company.

Appears in 1 contract

Samples: Indemnity Agreement (Zhone Technologies Inc)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company Corporation shall have no obligation to obtain or maintain D&O Insurance if the Company Corporation determines in good faith that that: such insurance is not reasonably available, ; the premium costs for such insurance are disproportionate to the amount of coverage provided, ; the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (UCP, Inc.)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee Indemnitees is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (Markwest Hydrocarbon Inc)

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Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company Board of Directors determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (Masergy Communications Inc)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance under this Section 3 if the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (Prandium Inc)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance at all, or of any type, terms, or amount, if the Company determines in good faith that that: such insurance is not reasonably available, readily available on commercially reasonable terms or the premium costs for such insurance are materially disproportionate to the amount of coverage providedprovided or available. In the event that the Company is acquired by merger or otherwise, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by Company shall purchase a subsidiary tail of the Companysix years duration effective upon closing and covering Indemnitee.

Appears in 1 contract

Samples: Indemnification Agreement (Biota Pharmaceuticals, Inc.)

Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Company determines in good faith that such insurance is not reasonably available, the premium costs for such insurance are arc disproportionate to the amount of coverage provided, the coverage provided by such insurance is limited by exclusions so as to provide an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company.

Appears in 1 contract

Samples: Indemnification Agreement (Cole Real Estate Investments, Inc.)

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