Common use of Notice to Insurers Clause in Contracts

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt by the Company of a notice of a claim Claim pursuant to Section 3(b4(b) hereof, the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of ------------------ a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt by the Company of a notice of a claim Claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 3.3 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 2.03 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof), the Company has director directors and officer officers liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers insurer in accordance with the procedures set forth in the respective policiesapplicable policy. The Company shall thereafter take all action it deems reasonably necessary or desirable action advisable to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim request for indemnification pursuant to Section 3(b3(a) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding any Proceeding giving rise to the request for indemnification to its insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take make all necessary or desirable action reasonable efforts to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 4 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(2) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of ------------------ a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice ------------------ of a claim pursuant to Section 3(b) 3.3 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereofthis Agreement, the Company has director directors' and officer officers' liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the IndemniteeEmployee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director directors' and officer officers' liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereofthis Agreement, the Company has director directors' and officer officers' liability insurance in effect, the Company shall give prompt notice of to the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim Claim pursuant to Section 3(b2(c) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim Proceeding pursuant to Section 3(b) hereofof this Agreement, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Thereafter, the Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice ------------------ of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof3 thereof, the Company has director and and/or officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemniteeindemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(bsection 2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof2(b), the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b4(a) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, If at the time of the receipt by the Company of a notice of a claim Claim pursuant to Section 3(b3(c) hereof, hereof the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding claim to the insurers under any applicable policies in accordance with the procedures set forth in the respective those policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding the Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable commercially reasonable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt by the Company ------------------ of a notice of a claim Claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt receip of a notice of a claim pursuant to Section 3(b) hereofthis Agreement, the Company has director directors' and officer officers' liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the IndemniteeEmployee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof2.2 of this Agreement, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof), the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof), the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all reasonably necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt by the Company of a notice of a claim Claim pursuant to Section 3(b) hereof4(b), the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 3.2 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding claim and any related Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable reasonable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section section 3(b) hereof, the Company has director and officer liability insurance in effect, then the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable appropriate action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effecteffect which would otherwise provide coverage to the Indemnitee, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section Subsection 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt by the Company of a notice of a claim Claim pursuant to Section 3(b4(b) hereof, the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective insurance policies. The Company shall thereafter take all reasonably necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such action, suit or proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof3 thereof, the Company has director and and/or officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director have directors' and officer officers' liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. IfIn the event that, at the time of the receipt of a notice of a claim Proceeding pursuant to Section 3(b) hereofof this Agreement, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Thereafter, the Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof), the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of any action, suit or proceeding relating to such proceeding claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b4(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a ------------------ notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt by the Company of a notice of a claim Claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 3.2 hereof, the Company Corporation has director and officer liability insurance in effect, the Company Corporation shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company Corporation shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable appropriate action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(bSubsection 2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim Claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures procedure set forth in the respective applicable policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policiespolicies and this Agreement.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, pay on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and and/or officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of # the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereofClaim, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective its policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with and to the extent of the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof), the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has one or more director and officer liability insurance policies in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers under such policies in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director directors' and officer officers' liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 3 hereof, the Company has director and and/or officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemniteeindemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time the Company is notified of the receipt of a notice of a any claim pursuant to Section 3(b) hereof3(a), the Company has director directors and officer officers liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding claim to the insurers with respect to all policies of such insurance that are then in effect in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of in connection with such proceeding claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof2(c), the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at At the time of the receipt of a notice of a claim pursuant to Section 3(b) 3.1 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such action, suit or proceeding to the any insurers under applicable policies of insurance in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b4(a) hereof, the Company Corporation has director and officer liability insurance in effect, the Company Corporation shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company Corporation shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice Notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim Proceeding pursuant to Section 3(b) 4.1 hereof, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt by the Company of a notice of a claim Claim pursuant to Section 3(b) hereof4(b), the Company has director and officer liability insurance in effectwhich may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective applicable policy or policies. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, pay on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policy or policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b3(a) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such action, suit or proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim Proceeding pursuant to Section 3(b2(b) hereofof this Agreement, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Thereafter, the Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. .The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice ------------------ of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim Claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effecteffect which may cover such Claim, the Company shall give prompt notice of the commencement of such proceeding Claim to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding proceedings to the insurers in accordance with the procedures procedure set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the IndemniteeIndemnitees, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(a) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary neces­sary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereofof this Agreement, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 3.2 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereofsuch notice, the Company has director directors and officer officers liability insurance in effect, the Company shall give prompt notice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the respective policiespolicies in favor of Director. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the IndemniteeDirector, all amounts losses and expenses payable as a result of such action, suit or proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 2.2 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 3.2 hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such action, suit or proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the any Company has director and officer liability insurance in effecteffect for the purpose of protecting directors or officers of such Company, the such Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Such Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the its receipt of a notice of a claim pursuant to Section 3(b) SECTION 4.1 hereof, the Company has director and officer in effect liability insurance in effectapplicable or potentially applicable to such claim, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company thereafter shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of or with respect to such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) 2.2 hereof, the Company has director and ----------- officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice ------------------ of a claim pursuant to Section 3(b) 3.3 hereof, the Company has director and officer directors' liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers applicable insurer in accordance with the procedures set forth in the respective policiesapplicable policy. The Company shall thereafter take all necessary or desirable action to cause such insurers insurer to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policiespolicy.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof2.2 of this Agreement, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(bSECTION 3(B) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding the Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable commercially reasonable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim Proceeding pursuant to Section 3(b) the terms hereof, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding the Proceeding to the insurers in accordance with the procedures set forth in the respective applicable policies. The Company shall thereafter take all necessary or desirable commercially-reasonable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b) hereof, the Company has director directors’ and officer officers’ liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable reasonable action to cause such insurers to pay, on behalf of the IndemniteeIndividual, all amounts payable as a result of such proceeding in accordance with the terms of such policies.

Notice to Insurers. If, at the time of the receipt of a notice of a claim pursuant to Section 3(b2(b) hereof, the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.. (e)

Notice to Insurers. If, at the time of the receipt of a notice ------------------ of a claim pursuant to Section 3(b2(b) hereof, hereof the Company has director and officer liability insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies.