Common use of Mutual Acknowledgment Clause in Contracts

Mutual Acknowledgment. Both the Company and Indemnitee acknowledge that, in certain instances, Federal law or public policy may override applicable state law and prohibit the Company from indemnifying its directors and officers under this Agreement or otherwise. For example, the Company and Indemnitee acknowledge that the SEC has taken the position that indemnification is not permissible for liabilities arising under certain Federal securities laws, and Federal legislation prohibits indemnification for certain violations of the Employee Retirement Income Security Act of 1979, as amended. Indemnitee understands and acknowledges that the Company has undertaken, or may be required in the future to undertake, with the SEC to submit the question of indemnification to a court in certain circumstances for a determination of the Company’s right under public policy to indemnify Indemnitee, and any right to indemnification hereunder shall be subject to, and conditioned upon, any such required court determination.

Mutual Acknowledgment. Both the Company and Indemnitee acknowledge that, in certain instances, Federal federal law or public policy may override applicable state law and prohibit the Company from indemnifying its directors and officers under this Agreement or otherwise. For example, the Company and Indemnitee acknowledge that the SEC has taken the position that indemnification by the Company is not permissible for liabilities arising under certain Federal federal securities laws, and Federal that federal legislation prohibits indemnification for certain violations of the Employee Retirement Income Security Act of 1979, as amendedERISA violations. Indemnitee understands and acknowledges that the Company has undertaken, or may be required in the future to undertake, with the SEC to submit the question of indemnification to a court in certain circumstances for a determination of the Company’s right under public policy to indemnify Indemnitee, and that any right to indemnification hereunder shall be subject to, and conditioned upon, any such required court determination.

Mutual Acknowledgment. Both the Company Trust and Indemnitee acknowledge that, in certain instances, Federal law or public policy may override applicable state law and prohibit the Company Trust from indemnifying its directors trustees and officers under this Agreement or otherwise. For example, the Company Trust and Indemnitee acknowledge that the SEC has taken the position that indemnification is not permissible for liabilities arising under certain Federal securities laws, and Federal legislation prohibits indemnification for certain violations of the Employee Retirement Income Security Act of 1979, as amended. Indemnitee understands and acknowledges that the Company Trust has undertaken, or may be required in the future to undertake, with the SEC to submit the question of indemnification to a court in certain circumstances for a determination of the CompanyTrust’s right under public policy to indemnify Indemnitee, and any right to indemnification hereunder shall be subject to, and conditioned upon, any such required court determination.

Mutual Acknowledgment. Both the The Company and Indemnitee acknowledge --------------------- that, in certain instances, Federal federal law or public policy may override applicable state law and prohibit the Company from indemnifying its directors and officers Indemnitee under this Agreement or otherwise. For example, the Company and Indemnitee acknowledge that the SEC Securities and Exchange Commission (the "SEC") has taken the position that indemnification is not --- permissible for liabilities arising under certain Federal federal securities laws, and Federal federal legislation prohibits indemnification for certain violations of the Employee Retirement Income Security Act of 1979ERISA violations. Furthermore, as amended. Indemnitee understands and acknowledges that the Company has undertaken, undertaken or may be required in the future to undertake, undertake with the SEC to submit the question of indemnification to a court in certain circumstances for a determination of the Company’s 's right under public policy to indemnify Indemnitee, and any right to indemnification hereunder shall be subject to, and conditioned upon, any such required court determination.

Mutual Acknowledgment. Both the Company and Indemnitee acknowledge that, in certain instances, Federal law or public policy may override applicable state law and prohibit the Company from indemnifying its directors and officers under this Agreement or otherwise. For example, the Company and Indemnitee acknowledge that the SEC has taken the position that indemnification is not permissible for liabilities arising under certain Federal securities laws, and Federal legislation prohibits indemnification for certain violations of the Employee Retirement Income Security Act of 1979, as amended. Indemnitee understands and acknowledges that the Company has undertaken, or may be required in the future to undertake, with the SEC to submit the question of indemnification to a court in certain circumstances for a 1 [NTD: Only to be included for directors who are designees of a fund.] determination of the Company’s right under public policy to indemnify Indemnitee, and any right to indemnification hereunder shall be subject to, and conditioned upon, any such required court determination.