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

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII shall not be deemed exclusive of any other rights to which any person seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 and 8.2 hereof shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 or 8.2 but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) or otherwise.

Appears in 2 contracts

Samples: Reorganization Agreement (Cannae Holdings, Inc.), Reorganization Agreement (Fidelity National Financial, Inc.)

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Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, contract, vote of stockholders shareholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his a person's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 Section 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Wyoming Business Corporation Law of the State of Delaware (the “DGCL”) Act, or otherwise.

Appears in 2 contracts

Samples: Merger Agreement (Holly Corp), Merger Agreement (Holly Corp)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII IX shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation or any BylawBy-Law, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article IX shall be made to the fullest extent permitted by law. The provisions of this Article VIII IX shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 2 of this Article IX but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) GCL, or otherwise.

Appears in 2 contracts

Samples: Merger Agreement (Knight Capital Group, Inc.), Merger Agreement (GETCO Holding Company, LLC)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted 35 73 pursuant to this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any BylawBy-Law, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 Sections 1 or 8.2 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) Delaware, or otherwise.

Appears in 2 contracts

Samples: Joint Venture Agreement (Sequana Therapeutics Inc), Joint Venture Agreement (Sequana Therapeutics Inc)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, contract, vote of stockholders shareholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his a person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 Section 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Wyoming Business Corporation Law of the State of Delaware (the “DGCL”) Act, or otherwise.

Appears in 2 contracts

Samples: Merger Agreement (Frontier Oil Corp /New/), Merger Agreement (Frontier Oil Corp /New/)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII XIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any BylawBy-Law, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 Section 13.1 and 8.2 hereof 13.2 of this Article XIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII XIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 13.1 or 8.2 13.2 of this Article XIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) , or otherwise.

Appears in 1 contract

Samples: By Laws (Coleman Co Inc)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation or any BylawBy- Law, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his such person's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) GCL, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Bell Atlantic Corp)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any BylawBy-Law, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his such person's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) or otherwise.or

Appears in 1 contract

Samples: Business Combination Agreement (Chrysler Corp /De)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylawthe Certificate of Incorporation, these By-Laws, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his such person's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 Section 1 and 8.2 hereof Section 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 Section 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) , or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Bioclinica Inc)

Nonexclusivity of Indemnification and Advancement of Expenses. The rights to indemnification and advancement of expenses provided by or granted pursuant to this Article VIII V shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under the Certificate of Incorporation, any Bylaw, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his such person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that corporation that, subject to Section 11 of this Article V, indemnification of the persons specified in Sections 8.1 and 8.2 hereof Section 1 or Section 2 of this Article V shall be made to the fullest extent permitted by law. The provisions of this Article VIII V shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 Section 2 of this Article V but whom the Corporation corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) , or otherwise.

Appears in 1 contract

Samples: Merger Agreement (TradeUP Acquisition Corp.)

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Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII VII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, contract, vote of stockholders Members or disinterested directors Managers or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his a Covered Person’s official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation Company that indemnification of the persons specified in Sections 8.1 and 8.2 hereof Section 7.2 shall be made to the fullest extent permitted by lawlaw but only if the Managers authorize such broader protection than set forth in the other provisions of this Article VII. The provisions of this Article VIII VII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 or 8.2 7.2 but whom the Corporation Company has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) Act or otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Georesources Inc)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII IX shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, contract, vote of stockholders Members or disinterested directors Board of Directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his a Covered Person's official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation Company and Resources that indemnification of the persons specified in Sections 8.1 and 8.2 hereof Section 9.1 shall be made to the fullest extent permitted by lawlaw but only if the Board of Directors authorizes such broader protection than set forth in the other provisions of this Article IX. The provisions of this Article VIII IX shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 or 8.2 9.1 but whom the Corporation Resources has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) Act or otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Antero Resources Finance Corp)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article ARTICLE VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any BylawBy-Law, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this ARTICLE VIII shall be made to the fullest extent permitted by law. The provisions of this Article ARTICLE VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 Sections 1 or 8.2 2 of this ARTICLE VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) Delaware, or otherwise.

Appears in 1 contract

Samples: By Laws (McKesson Corp)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 Section 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) Delaware, or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Giant Industries Inc)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by or granted pursuant to this Article VIII X shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreement, contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever embodied) of any court of competent jurisdiction or otherwise, both as to action in his or her official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article X shall be made to the fullest extent permitted by law. The provisions of this Article VIII X shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 Sections 1 or 8.2 2 of this Article X, but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) Nevada, or otherwise.

Appears in 1 contract

Samples: Plan of Merger (Edmonds 5 Inc.)

Nonexclusivity of Indemnification and Advancement of Expenses. The indemnification and advancement of expenses provided by by, or granted pursuant to to, this Article VIII shall not be deemed exclusive of any other rights to which any person those seeking indemnification or advancement of expenses may be entitled under any Bylaw, agreementagreement (such agreements being specifically authorized herein), contract, vote of stockholders or disinterested directors or pursuant to the direction (howsoever however embodied) of any court of competent jurisdiction or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, it being the policy of the Corporation that indemnification of the persons specified in Sections 8.1 1 and 8.2 hereof 2 of this Article VIII shall be made to the fullest extent permitted by law. The provisions of this Article VIII shall not be deemed to preclude the indemnification of any person who is not specified in Section 8.1 1 or 8.2 2 of this Article VIII but whom the Corporation has the power or obligation to indemnify under the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) Delaware, or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kansas City Power & Light Co)

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