Common use of Maintenance of Liability Insurance Clause in Contracts

Maintenance of Liability Insurance. (a) The Company hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or officer of the Company and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the Company, subject to Section 8(b), shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officer. (b) 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 or parent of the Company.

Maintenance of Liability Insurance. (a) The Company Corporation hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or director, officer or key employee of the Company Corporation and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directors' ’ and officers' ’ liability insurance ("“D&O Insurance"”) which provides in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's Corporation’s directors and officers, if the Indemnitee is not a director of the Company but is an officer. (bc) 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 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) The Company Corporation hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or or officer of the Company Corporation and thereafter so as long as the Indemnitee shall may be subject to any possible ProceedingClaim, the CompanyCorporation, subject to Section 8(b)subparagraph (c) below, shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the CompanyCorporation's directors, if the Indemnitee is a director; or of the Company's directors and officers, if the Indemnitee is not a director of the Company but is an officer. (bc) 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 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) The Company Corporation hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or director, officer or key employee of the Company Corporation and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the CompanyCorporation's directors, if the Indemnitee is a director; or of the Company's directors and officers, if the Indemnitee is not a director of the Company but is an officer. (bc) 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 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) a. The Company Corporation hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or officer [director/officer] of the Company Corporation and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b9(b), it shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which complies with the Regulations and which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the CompanyCorporation's directors, if the Indemnitee is a director; or of the CompanyCorporation's officers, if the Indemnitee is not a director of the Company Corporation but is an officer. (b) b. 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 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 or parent of the CompanyCorporation.

Maintenance of Liability Insurance. ​ (a) The Company Corporation hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or or officer of the Company Corporation and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b9(b), shall use its best efforts to obtain and maintain in full force and effect directors' ’ and officers' ’ liability insurance ("“D&O Insurance"”) which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's Corporation’s directors, if the Indemnitee is a director; or of the Company's Corporation’s officers, if the Indemnitee is not a director of the Company Corporation but is an officer.. ​ ​ (b) 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 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 or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) a. The Company Corporation hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or or officer of the Company Corporation and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b), shall use its best efforts to obtain and maintain in full force and effect directors' ’ and officers' ’ liability insurance ("“D&O Insurance"”) which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's Corporation’s directors, if the Indemnitee is a director; , or of the Company's Corporation’s officers, if the Indemnitee is not a director of the Company Corporation but is an officer. (b) b. 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 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 or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) The Subject to Section 4 hereof, the Company hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or or officer of the Company and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the Company, subject to Section 8(b9(b), shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officer. (b) 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 or parent of the Company.

Maintenance of Liability Insurance. (a) The Subject to Section 4 hereof, the Company hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or or officer of the Company company and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the Company, subject to Section 8(b9(b), shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officer. (b) 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 or parent of the Company.

Maintenance of Liability Insurance. (a) The Company Corporation hereby covenants and agrees that so that, as long as the Indemnitee shall continue to serve as a an officer and/or director and/or officer of the Company Corporation and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(bsubsection (c), shall use its best efforts to promptly obtain and maintain in full force and effect directors' ’ and officers' ’ liability insurance ("“D&O Insurance"”) which provides in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, the Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured any other director or officer of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officerCorporation. (bc) 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 such insurance is not reasonably available, the premium costs for such insurance are are, in the opinion of the Corporation, disproportionate to the amount of coverage provided, the coverage provided by such insurance is so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) The Company hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or officer of the Company and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the Company, subject to Section 8(bB(b), shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officer. (b) 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 or parent of the Company.

Maintenance of Liability Insurance. (a) The Company Corporation hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or officer [officer] of the Company Corporation and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b9(b), shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the CompanyCorporation's directors, if the Indemnitee is a director; or of the CompanyCorporation's officers, if the Indemnitee is not a director of the Company Corporation but is an officer. (b) 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 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 or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) The Company Corporation hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or director, officer or key employee of the Company Corporation and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directors' ’ and officers' ’ liability insurance ("“D&O Insurance"”) which provides in reasonable amounts from established and reputable insurers. In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's Corporation’s directors and officers, if the Indemnitee is not a director of the Company but is an officer. (b) . 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 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) The Subject to Section 4 hereof, the Company hereby agrees that so long as the Indemnitee shall continue to serve as a director and/or or officer of the Company company and thereafter so long as the Indemnitee shall be subject to any possible Proceeding, the Company, subject to Section 8(b9(b), shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("`D&O Insurance") which provides the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officer. (b) 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 or parent of the Company.

Maintenance of Liability Insurance. (a) The Company hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or an officer of the Company and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the Company, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directors' Directors’ and officers' Officers’ liability insurance ("“D&O Insurance"”) which provides the in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officer’s Directors and Officers. (bc) Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Board of Directors of 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the Company.

Maintenance of Liability Insurance. (a) The Company Corporation hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or officer Director of the Company Corporation, and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directorsDirectors' and officersOfficers' liability insurance ("D&O Insurance") which provides in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the CompanyCorporation's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officerDirectors and Officers. (bc) 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 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the CompanyCorporation.

Maintenance of Liability Insurance. (a) The Company hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or officer Director of the Company and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the Company, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directorsDirectors' and officersOfficers' liability insurance ("D&O Insurance") which provides in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officer.Directors and Officers: (bc) 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the Company.

Maintenance of Liability Insurance. (a) The Company hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or an officer of the Company and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the Company, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directorsDirectors' and officersOfficers' liability insurance ("D&O Insurance") which provides the in reasonable amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors, if the Indemnitee is a director; or of the Company's officers, if the Indemnitee is not a director of the Company but is an officerDirectors and Officers. (bc) Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance if the Board of Directors of 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the Company.

Maintenance of Liability Insurance. (a) The Company Corporation hereby covenants and agrees that so that, as long as the Indemnitee shall continue continues to serve as a director and/or officer of the Company Corporation and thereafter so as long as the Indemnitee shall may be subject to any possible Proceeding, the CompanyCorporation, subject to Section 8(b)subsection (c) below, shall use its best efforts to obtain and maintain in full force and effect directors' and officers' liability insurance ("D&O Insurance") which provides in reasonable ------------- amounts from established and reputable insurers. (b) In all D&O Insurance policies, Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the CompanyCorporation's directors, if the Indemnitee is a director; or of the Company's directors and officers, if the Indemnitee is not a director of the Company but is an officer. (bc) 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 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 so limited by exclusions so as to provide that it provides an insufficient benefit, or the Indemnitee is covered by similar insurance maintained by a subsidiary or parent of the CompanyCorporation.