Common use of Partial Indemnification Clause in Contracts

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 152 contracts

Samples: Indemnification Agreement (Vringo Inc), Indemnification Agreement (Optionable Inc), Indemnification Agreement (Optionable Inc)

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Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 60 contracts

Samples: Indemnification Agreement (Omnicell, Inc.), Indemnification Agreement (Myriad Genetics Inc), Indemnity Agreement (Akcea Therapeutics, Inc.)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 19 contracts

Samples: Indemnification Agreement (Ionis Pharmaceuticals Inc), Indemnification Agreement (Farville Inc), Indemnification Agreement (Divx Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 16 contracts

Samples: Indemnification Agreement (Globeimmune Inc), Indemnification Agreement (Rally Software Development Corp), Indemnification Agreement (Globeimmune Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay pays or incurs in connection with any action, suit or proceeding referred to in Section 3 hereof Claim even if Agent is not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 15 contracts

Samples: Indemnification Agreement (Solexa, Inc.), Indemnification Agreement (Solexa, Inc.), Indemnification Agreement (Solexa, Inc.)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 12 contracts

Samples: Indemnification Agreement (Safedox, Inc.), Indemnification Agreement (Safedox, Inc.), Lock Up Agreement (Santeon Group, Inc.)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 8 contracts

Samples: Indemnification Agreement (Acadia Pharmaceuticals Inc), Indemnification & Liability (Hansen Medical Inc), Indemnification Agreement (Dot Hill Systems Corp)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement settlement, and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 7 contracts

Samples: Employment Agreement (NPS Pharmaceuticals Inc), Employment Agreement (NPS Pharmaceuticals Inc), Employment Agreement (NPS Pharmaceuticals Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 6 contracts

Samples: Employment Agreement (Clikia Corp.), Indemnification Agreement (AirRover Wi-Fi Corp.), Indemnification Agreement (AirRover Wi-Fi Corp.)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damagesExpenses, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 5 contracts

Samples: Director Indemnification Agreement (Sg Blocks, Inc.), Director Indemnification Agreement (Microlin Bio, Inc.), Officer Indemnification Agreement (Microlin Bio, Inc.)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses for which indemnification is legally permissible (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 5 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof thereof, for which indemnification is legally permissible, to which Agent is entitled.

Appears in 4 contracts

Samples: Indemnification Agreement (American Educational Products Inc), Indemnification Agreement (American Educational Products Inc), Indemnification Agreement (American Educational Products Inc)

Partial Indemnification. Covered Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Covered Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Covered Agent for the portion thereof to which Covered Agent is entitled.

Appears in 4 contracts

Samples: Indemnification Agreement (T3 Motion, Inc.), Indemnification Agreement (Ddi Corp), Indemnification Agreement (SRS Labs Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 3 contracts

Samples: Indemnification Agreement (Aeolus Pharmaceuticals, Inc.), Indemnification Agreement (Raptor Pharmaceutical Corp), Indemnification Agreement (Quikbyte Software Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 4 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 2 contracts

Samples: Indemnity Agreement (Nextron Communications Inc), Indemnification Agreement (Bebe Stores Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section Sections 2 and 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 2 contracts

Samples: Indemnification Agreement (Exar Corp), Indemnification Agreement (Exar Corp)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.total

Appears in 1 contract

Samples: Indemnification Agreement (Veraz Networks, Inc.)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' attorneys fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Il Fornaio America Corp)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for some or a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 hereof of this Agreement even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Viking Therapeutics, Inc.)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Senomyx Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 4 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Axesstel Inc)

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Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' ’ fees and witness fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Ipass Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation Company shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Telegent Systems, Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 2 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Leadis Technology Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the maximum portion thereof to which Agent is lawfully entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Migratec Inc)

Partial Indemnification. Covered Agent shall be entitled under this Agreement to indemnification by the Corporation Company for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Covered Agent becomes legally obligated to pay in connection with any action, suit or proceeding Proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and in such event the Corporation Company shall indemnify Covered Agent for the portion thereof to which Covered Agent is entitled.

Appears in 1 contract

Samples: Indemnity Agreement (Advanced Environmental Recycling Technologies Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement settlement, and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Employment Agreement (NPS Pharmaceuticals Inc)

Partial Indemnification. Agent shall be entitled under this ------------------------ Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 4 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Tribeworks Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Liabilities that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Cypress Bioscience Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.Agent

Appears in 1 contract

Samples: Indemnification Agreement (Siebel Systems Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines fines, and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay in connection with any action, suit suit, or proceeding referred to in Section 3 hereof even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Netivation Inc)

Partial Indemnification. Agent shall be entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts that Agent becomes legally obligated to pay Liabilities in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification Agreement (Aurora Biosciences Corp)

Partial Indemnification. Agent shall be is entitled under this Agreement to indemnification by the Corporation for a portion of the expenses (including attorneys' fees), witness fees, damages, judgments, fines and amounts paid in settlement and any other amounts Expenses that Agent becomes legally obligated to pay in connection with any action, suit or proceeding referred to in Section 3 hereof Proceeding even if not entitled hereunder to indemnification for the total amount thereof, and the Corporation shall will indemnify Agent for the portion thereof to which Agent is entitled.

Appears in 1 contract

Samples: Indemnification & Liability (Adobe Inc.)

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