Common use of Nonexclusivity of Indemnification and Advancement of Expenses Clause in Contracts

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by or granted pursuant to this Article VII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, indemnification of the persons specified in Sections 7.1 and 7.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 or 7.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 8 contracts

Samples: Business Combination Agreement (Goal Acquisitions Corp.), Business Combination Agreement (Goal Acquisitions Corp.), Merger Agreement (TradeUP Acquisition Corp.)

AutoNDA by SimpleDocs

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by or granted pursuant to this Article VII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any agreement, or pursuant to any vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to the last sentence of Section 7.117.1, indemnification of the persons specified in Sections Section 7.1 and 7.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII shall not be deemed to preclude the indemnification of or advancement of expenses to any person who is not specified in Sections Section 7.1 or 7.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 3 contracts

Samples: Transaction Agreement and Plan of Merger (Baker Hughes Inc), Transaction Agreement and Plan of Merger (General Electric Co), Transaction Agreement and Plan of Merger (Baker Hughes Inc)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII IX shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any these bylaws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 and 7.2 Section 9.1 or 9.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII IX shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 9.1 or 7.2 Section 9.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 3 contracts

Samples: Business Combination Agreement (HH&L Acquisition Co.), Merger Agreement (DFP Healthcare Acquisitions Corp.), Merger Agreement (Northern Genesis Acquisition Corp. II)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII IX shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any these By-Laws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 and 7.2 Section 9.1 or 9.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII IX shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 9.1 or 7.2 Section 9.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 3 contracts

Samples: Merger Agreement (Broadscale Acquisition Corp.), Merger Agreement (B. Riley Principal 150 Merger Corp.), Business Combination Agreement (Switchback II Corp)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by or granted pursuant to this Article VII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, indemnification of the persons specified in Sections 7.1 and 7.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII shall not be deemed to preclude the indemnification of any person who is not specified in Sections Section 7.1 or 7.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 2 contracts

Samples: Business Combination Agreement (Novus Capital Corp II), Merger Agreement (Oaktree Acquisition Corp.)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII VIII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate certificate of Incorporationincorporation, any these bylaws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, corporation that indemnification of the persons specified in Sections 7.1 Section 1 and 7.2 Section 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VII VIII shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 1 or 7.2 Section 2 of this Article VIII but whom the Corporation corporation has the power or obligation to indemnify under the provisions of the DGCLGeneral Corporation Law of the State of Delaware, or otherwise.

Appears in 2 contracts

Samples: Merger Agreement (Orbitz Worldwide, Inc.), Merger Agreement (Expedia, Inc.)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII V shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of IncorporationCertificate, any these By-Laws, agreement, vote of stockholders or disinterested directors Directors or otherwise, both as to action in such person’s 's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 Section 5.01 and 7.2 Section 5.02 shall be made to the fullest extent permitted by law. The provisions of this Article VII V shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 5.01 or 7.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.Section

Appears in 1 contract

Samples: Merger Agreement (Cinergy Corp)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by or granted pursuant to this Article VII Section 13(b) shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporationany bylaw, any agreement, contract, vote of stockholders the members of the Company or disinterested directors pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in such person’s 's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, indemnification of the persons specified in Sections 7.1 and 7.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII Section 13(b) shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 13(b)(1) or 7.2 Section 13(b)(2) of this Section 13(b) but whom the Corporation Company has the power or obligation to indemnify under the provisions of Section 18-108 of the DGCLAct, or otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Mony Holdings LLC)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII V shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of IncorporationCertificate, any these By-Laws, agreement, vote of stockholders or disinterested directors Directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 Section 5.01 and 7.2 Section 5.02 shall be made to the fullest extent permitted by law. The provisions of this Article VII V shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 or 7.2 Section 5.01or Section 5.02 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Duke Energy CORP)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII VIII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any these By-Laws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 and 7.2 Section 1 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VII VIII shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 or 7.2 Section 1 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Neiman Marcus Group LTD Inc.)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII IX shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any these bylaws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 and 7.2 Section 8.1 or 8.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII VIII shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 8.1 or 7.2 Section 8.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Trailblazer Merger Corp I)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII VIII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any these By-Laws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 Section 8.1 and 7.2 Section 8.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII VIII shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 8.1 or 7.2 Section 8.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Business Combination Agreement (FinTech Acquisition Corp. IV)

AutoNDA by SimpleDocs

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII ARTICLE VI shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any these By-Laws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, corporation that indemnification of the persons specified in Sections 7.1 and 7.2 Section 6.1 or Section 6.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII ARTICLE VI shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 6.1 or 7.2 Section 6.2 but whom the Corporation corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (B. Riley Principal 150 Merger Corp.)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate certificate of Incorporationincorporation, any these bylaws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections Section 7.1 and 7.2 of this Article VII shall be made to the fullest extent permitted by law. The provisions of this Article VII shall not be deemed to preclude the indemnification of any person who is not specified in Sections Section 7.1 or 7.2 of this Article VII but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Note Purchase Agreement (Angiotech Pharmaceuticals Inc)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII X shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of IncorporationFormation, any this Agreement, agreement, vote of stockholders or disinterested directors Directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, Company that indemnification of the persons specified in Sections 7.1 Section 10.2 and 7.2 Section 10.3 shall be made to the fullest extent permitted by law. The provisions of this Article VII X shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 10.2 or 7.2 Section 10.3 but whom the Corporation Company has the power or obligation to indemnify under the provisions of the DGCLAct, or otherwise.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Duke Energy Indiana, LLC)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII IX shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any these bylaws, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in on another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 and 7.2 Section 9.1 or 9.2 shall be made to the fullest extent permitted by law. The provisions of this Article VII IX shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 9.1 or 7.2 Section 9.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Welsbach Technology Metals Acquisition Corp.)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VII V shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of IncorporationCertificate, any these By-Laws, agreement, vote of stockholders or disinterested directors Directors or otherwise, both as to action in such person’s 's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 Section 5.01 and 7.2 Section 5.02 shall be made to the fullest extent permitted by law. The provisions of this Article VII V shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 5.01 or 7.2 Section 5.02 but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Duke Energy Corp)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by or granted pursuant to this Article VII VIII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any agreement, vote contract, or pursuant to the consent of stockholders the Member or disinterested directors the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in such person’s his or her official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, Company that indemnification of the persons Persons specified in Sections 7.1 and 7.2 Section 8.1 shall be made to the fullest extent permitted by applicable law. The provisions of this Article VII VIII shall not be deemed to preclude the indemnification of any person Person who is not specified in Sections 7.1 or 7.2 Section 8.1, but whom the Corporation Company has the power or obligation to indemnify under the provisions of the DGCL, DLLCA or otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (U.S. Well Services Holdings, LLC)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by or granted pursuant to this Article VII XIII shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under the Certificate of IncorporationCertificate, any agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s Indemnified Person's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that, subject to Section 7.11, that indemnification of the persons specified in Sections 7.1 and 7.2 any Indemnified Person shall be made to the fullest extent permitted by applicable law. The provisions of this Article VII XIII shall not be deemed to preclude the indemnification of any person who is not specified in Sections 7.1 Section 1 or 7.2 2 of this Article XIII but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, DGCL or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Blount International Inc)

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