Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the Articles, By-Laws, the BCA, any other statute, insurance policy, agreement, vote of shareholders or of directors or otherwise, both as to actions in the Indemnitee's official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's heirs, executors and administrators. (b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 5 contracts
Sources: Indemnification Agreement (Detroit Edison Co), Indemnification Agreement (Detroit Edison Co), Indemnification Agreement (Michigan Consolidated Gas Co /Mi/)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, the BCACorporation Act, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee indemnitee has ceased to be a director, officer, trustee, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 5 contracts
Sources: Indemnification Agreement (Dendrite International Inc), Indemnification Agreement (Dendrite International Inc), Indemnification Agreement (Dendrite International Inc)
Nonexclusivity and Severability. (a) The right rights to indemnification provided by this Agreement shall not be exclusive of any other rights of indemnification to which the Indemnitee may be entitled under the Articles, By-LawsArticles of Incorporation, the BCARegulations, the ORC or any other statute, any insurance policy, agreement, or vote of shareholders or of directors or otherwise, both as to any actions in or failures to act by the Indemnitee's official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee he has ceased to be a directorDirector, officer, employee employee, or agent of the Company or other entity for which his service gives rise to a right hereunder, and shall inure to the benefit of the Indemnitee's his heirs, executors executors, and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable unenforceable, or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable unenforceable, or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid valid, and legal.
Appears in 5 contracts
Sources: Indemnification Agreement (Cliffs Natural Resources Inc.), Trust Agreement (Cliffs Natural Resources Inc.), Trust Agreement (Cleveland Cliffs Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-LawsBylaws, the BCADGCL, any other statute, insurance policy, agreement, vote of shareholders Stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 3 contracts
Sources: Indemnification Agreement (Forestar Group Inc.), Indemnification Agreement (Horton D R Inc /De/), Indemnification Agreement (Horton D R Inc /De/)
Nonexclusivity and Severability. (a) The right rights to indemnification provided by this Agreement shall not be exclusive of any other rights of indemnification to which the Indemnitee may be entitled under the Articles, By-Lawsthe Regulations, the BCA, ORC or any other statute, any insurance policy, agreement, agreement or vote of shareholders or of directors or otherwise, both as to any actions in or failures to act by the Indemnitee's official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee he has ceased to be a director, officer, employee or agent of the Company or other entity for which his service gives rise to a right hereunder, and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 2 contracts
Sources: Indemnification Agreement (Gorman Rupp Co), Indemnification Agreement (Gorman Rupp Co)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, the BCACorporation Act, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's her official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee indemnitee has ceased to be a director, officer, trustee, employee or agent and shall inure to the benefit of the Indemnitee's her heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 2 contracts
Sources: Indemnification Agreement (Dendrite International Inc), Indemnification Agreement (Dendrite International Inc)
Nonexclusivity and Severability. (a) The right rights to indemnification provided by this Agreement shall not be exclusive of any other rights of indemnification to which the Indemnitee may be entitled under the Articles, By-LawsArticles of Incorporation, the BCARegulations, the ORC or any other statute, any insurance policy, agreement, or vote of shareholders or of directors or otherwise, both as to any actions in or failures to act by the Indemnitee's official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee he has ceased to be a directorDirector, officer, employee employee, or agent of the Company or other entity for which his service gives rise to a right hereunder, and shall inure to the benefit of the Indemnitee's his heirs, executors executors, and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalidinvalid unenforceable, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable unenforceable, or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid valid, and legal.
Appears in 2 contracts
Sources: Trust Agreement (Cleveland Cliffs Inc), Trust Agreement (Cleveland Cliffs Inc)
Nonexclusivity and Severability. (a) The right e rights to indemnification provided by this Agreement shall not be exclusive of any other rights of indemnification to which the Indemnitee may be entitled under the Articles, By-LawsArticles of Incorporation, the BCARegulations, the ORC or any other statute, any insurance policy, agreement, or vote of shareholders or of directors or otherwise, both as to any actions in or failures to act by the Indemnitee's official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee he has ceased to be a directorDirector, officer, employee employee, or agent of the Company or other entity for which his service gives rise to a right hereunder, and shall inure to the benefit of the Indemnitee's his heirs, executors executors, and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalidinvalid unenforceable, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable unenforceable, or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid valid, and legal.
Appears in 2 contracts
Sources: Trust Agreement (Cleveland Cliffs Inc), Trust Agreement (Cleveland Cliffs Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, the BCACorporation Act, any other statute, insurance policy, agreement, vote of shareholders Shareholders or of directors directors, or otherwise, both as to actions in the Indemnitee's ’s official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee trustee, employee, or agent and shall inure to the benefit of the Indemnitee's ’s heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid valid, and legal.
Appears in 1 contract
Sources: Indemnification Agreement (Dendrite International Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, Laws the BCACorporation Act, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's her official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee indemnitee has ceased to be b a director, officer, trustee, employee or agent and shall inure to the benefit of the Indemnitee's her heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Sources: Indemnification Agreement (Dendrite International Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the Articles, By-LawsCertificate, the BCABylaws, the DGCL, any other statute, insurance policy, agreement, vote of shareholders Stockholders or of directors the Board or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Nonexclusivity and Severability. (a) The right to ------------------------------- indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, the BCADGCL, any other statute, insurance policy, agreement, vote of shareholders Stockholders or of directors Directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Nonexclusivity and Severability. (a) The right rights to indemnification provided by this Agreement shall not be exclusive of any other rights of indemnification to which the Indemnitee may be entitled under the Articles, By-Lawsthe Regulations, the BCA, ORC or any other statute, any insurance policy, agreement, agreement or vote of shareholders or of directors or otherwise, both as to any actions in or failures to act by the Indemnitee's official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee he has ceased to be a directorDirector, officer, employee or agent of the Company or other entity for which his service gives rise to a right hereunder, and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Nonexclusivity and Severability. (a) The right to indemnification and advancement of expenses provided or authorized by this Agreement shall may not be deemed exclusive of any other rights rights, by indemnification or otherwise, to which the Indemnitee may be entitled under the ArticlesDeclaration of Trust, the By-Lawslaws, a resolution of the Shareholders or the Board, the BCAMGCL, any other statute, insurance policy, agreement, vote of shareholders or of directors an agreement or otherwise, both as to actions action in the Indemnitee's official capacity an Official Capacity and as to actions action in another capacity while holding such office, and shall continue after it being the intention of the Trust to provide the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to with the benefit of the Indemnitee's heirs, executors and administratorsmaximum indemnification permissible under applicable law.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceablevalid, valid enforceable and legal.
Appears in 1 contract
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, the BCACorporation Act, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, trustee, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Sources: Indemnification Agreement (Dendrite International Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-LawsBylaws, the BCADGCL, any other statute, insurance policy, agreement, vote of shareholders Stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Sources: Indemnification Agreement (Affiliated Computer Services Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCharter, By-Laws, the BCADGCL, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, director [and/or officer, employee or agent and shall inure to the benefit of the Indemnitee's heirs, executors and administrators].
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, the BCACorporation Act, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, trustee, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal. 10.
Appears in 1 contract
Sources: Indemnification Agreement (Dendrite International Inc)
Nonexclusivity and Severability. (a) The right to indemnification ------------------------------- provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the Articles, By-LawsCertificate, the BCABylaws, the GCL, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Sources: Indemnification Agreement (Rightnow Technologies Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-LawsBylaws, the BCATBCA, any other statute, insurance policy, agreement, vote of shareholders Stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(ba) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise other illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Sources: Indemnification Agreement (Precept Business Services Inc)
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-LawsBylaws, the BCADGCL, any other statute, insurance policy, agreement, vote of shareholders Stockholders or of directors or otherwise, both as to actions in the Indemnitee's his official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee has ceased to be a director, officer, employee or agent and shall inure to the benefit of the Indemnitee's his heirs, executors and administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal. 9.
Appears in 1 contract
Nonexclusivity and Severability. (a) The right to indemnification provided by this Agreement shall not be exclusive of any other rights to which the Indemnitee may be entitled under the ArticlesCertificate, By-Laws, the BCACorporation Act, any other statute, insurance policy, agreement, vote of shareholders stockholders or of directors or otherwise, both as to actions in the Indemnitee's her official capacity and as to actions in another capacity while holding such office, and shall continue after the Indemnitee indemnitee has ceased to be a director, officer, trustee, employee or agent and shall inure to the benefit of the Indemnitee's her heirs, executors and arid administrators.
(b) If any provision of this Agreement or the application of any provision hereof to any person or circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent (and only to the extent) necessary to make it enforceable, valid and legal.
Appears in 1 contract
Sources: Indemnification Agreement (Dendrite International Inc)