Obligation to Indemnify; Standard of Conduct. Except as provided in Sections 2(e), 2(f), 2(g) or 6 below, the Corporation shall indemnify Indemnitee in the event Indemnitee is made a Party to a Proceeding because he is or was a Director or Officer against Liability incurred in the Proceeding if: (1) Indemnitee conducted himself in good faith and in a manner he reasonably believed to be in, or not opposed to, the best interests of the Corporation; and (2) In the case of any criminal Proceeding, Indemnitee had no reasonable cause to believe such conduct was unlawful.
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Samples: Indemnity Agreement (Riscorp Inc), Indemnification Agreement (Riscorp Inc)
Obligation to Indemnify; Standard of Conduct. Except as provided in Sections 2(e), 2(f), or 2(g) or 6 below, the Corporation Company shall indemnify Indemnitee in the event Indemnitee is made a Party to a Proceeding because he is or was a Director or Officer against Liability incurred in the Proceeding if:
(1) Indemnitee conducted himself in good faith and in a manner he reasonably believed to be in, or not opposed to, the best interests of the CorporationCompany; and
(2) In the case of any criminal Proceeding, Indemnitee had no reasonable cause to believe such conduct was unlawful.
Appears in 1 contract
Samples: Indemnification Agreement (Cti Molecular Imaging Inc)
Obligation to Indemnify; Standard of Conduct. Except as provided in -------------------------------------------- Sections 2(e), 2(f), or 2(g) or 6 below, the Corporation shall indemnify Indemnitee in the event Indemnitee is made a Party to a Proceeding because he is or was a Director or Officer against Liability incurred in the Proceeding if:
(1) Indemnitee conducted himself in good faith and in a manner he reasonably believed to be in, or not opposed to, the best interests of the Corporation; and
(2) In the case of any criminal Proceeding, Indemnitee had no reasonable cause to believe such conduct was unlawful.
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