Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 37 contracts
Samples: Indemnification Agreement (Coterra Energy Inc.), Indemnification Agreement, Indemnification Agreement (Lydall Inc /De/)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a7(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 16 contracts
Samples: Indemnification Agreement (Orthovita Inc), Indemnification Agreement (Closure Medical Corp), Employment Agreement (Thermo Fisher Scientific Inc.)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, and following the person or persons or entity making such determination procedures in Section 9, as applicable, it shall presume be presumed that the Indemnitee is entitled to indemnification under this Agreement if the Indemnitee has submitted a request for indemnification in accordance with Section 8(a9(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 15 contracts
Samples: Indemnification Agreement (Healthy Choice Wellness Corp.), Employment Agreement (Aspen Group, Inc.), Indemnification Agreement (Aspen Group, Inc.)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, occurred in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a7(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 14 contracts
Samples: Indemnity Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnity Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnity Agreement (Brown & Sharpe Manufacturing Co /De/)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 11 contracts
Samples: Employment Agreement, Employment Agreement (Humana Inc), Agreement (Marietta Surgical Center, Inc.)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company Corporation shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Mimvi, Inc.), Indemnification Agreement (Mimvi, Inc.), Indemnification Agreement (Mimvi, Inc.)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a7(a) of this Agreement, and the Company Corporation shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 10 contracts
Samples: Indemnification Agreement (Peerless Systems Corp), Indemnification Agreement (Immucell Corp /De/), Indemnification Agreement (Rohn Industries Inc)
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, in the person or persons making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 7 contracts
Samples: Indemnity Agreement (PERRIGO Co PLC), Indemnity Agreement (PERRIGO Co PLC), Indemnity Agreement (PERRIGO Co PLC)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a9(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 7 contracts
Samples: Indemnification Agreement (PharmaNet Development Group Inc), Indemnification Agreement (PharmaNet Development Group Inc), Form of Indemnification Agreement (Apollo International of Delaware Inc)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunderunder this Agreement, the person or person, persons or entity making such determination shall presume that the Indemnitee is entitled to indemnification under this Agreement if the Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreementparagraph 9(a), and the Company Corporation shall have the burden of proof to overcome that presumption in connection with the making of any determination contrary to that presumption by any person, persons or entity of any determination contrary to that presumptionentity.
Appears in 4 contracts
Samples: Consulting Agreement (TheraBiogen, Inc.), Consulting Agreement (TheraBiogen, Inc.), Consulting Agreement (Sg Blocks, Inc.)
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company Corporation shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 4 contracts
Samples: Indemnification Agreement (Helios & Matheson Analytics Inc.), Indemnification Agreement (Great Basin Scientific, Inc.), Indemnification Agreement (Helios & Matheson Analytics Inc.)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a7(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 3 contracts
Samples: Employment Agreement (Visible Genetics Inc), Indemnification Agreement (Advanced Photonix Inc), Indemnification Agreement (Quiznos Corp)
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, (i) the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and (ii) the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 3 contracts
Samples: Indemnification Agreement (Monarch Properties Inc), Indemnification Agreement (Burnham Pacific Properties Inc), Form of Indemnification Agreement (Lindner Investments)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 3 contracts
Samples: Indemnification Agreement (Educate Inc), Indemnification Agreement (Realty Income Corp), Indemnification Agreement (Realty Income Corp)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has shall have submitted a request for indemnification in accordance with Section 8(asection 9(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 2 contracts
Samples: Indemnification Agreement (Simpson Manufacturing Co Inc /Ca/), Indemnification Agreement (Simpson Manufacturing Co Inc /Ca/)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement Agreement, if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons person or entity of or any determination contrary to that presumption.
Appears in 2 contracts
Samples: Indemnification Agreement (Amtrust Financial Services, Inc.), Indemnification Agreement (Maiden Holdings, Ltd.)
Presumptions and Effect of Certain Proceedings. (a) a. If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification Indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 2 contracts
Samples: Indemnification Agreement (Arv Assisted Living Inc), Indemnification Agreement (Arv Assisted Living Inc)
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, occurred in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a7(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnity Agreement (BNS Co)
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement Agreement, if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons person or entity of or any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnification Agreement (National General Holdings Corp.)
Presumptions and Effect of Certain Proceedings. (a) a. If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that such presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnification Agreement (Covista Communications Inc)
Presumptions and Effect of Certain Proceedings. (a) Section 3.01 If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for of indemnification in accordance with Section 8(a) 2.1 of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Unit Corporation Indemnification Agreement (Unit Corp)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons person, persons, or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a7(a) of this Agreement, and the Company Corporation shall have the burden of proof to overcome that presumption in connection with the making by any person, persons persons, or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnification Agreement (Ophthalmic Imaging Systems Inc)
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, occurred in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a10(a) of this Agreement, and the Company shall have the burden of proof to overcome over-come that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnity Agreement (BNS Co)
Presumptions and Effect of Certain Proceedings. (ad) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnity Agreement (Globenet Communications Group LTD)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreementhereof, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnification Agreement (Advanced Communications Group Inc/De/)
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, in when making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification Indemnification in accordance with Section 8(a9(a) of this Agreement, and the Company Corporation shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Presumptions and Effect of Certain Proceedings. (a) If a Change of in Control shall have occurred, in when making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification Indemnification in accordance with Section 8(a) of this Agreement, and the Company Corporation shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Presumptions and Effect of Certain Proceedings. (a) a. If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.the
Appears in 1 contract
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or person, persons or entity o making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnity Agreement (Globenet Communications Group LTD)
Presumptions and Effect of Certain Proceedings. (a) If a Change of Control shall have occurred, in making a determination with respect to entitlement to indemnification hereunder, the person or persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 8(aB(a) of this Agreement, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption.
Appears in 1 contract
Samples: Indemnification Agreement (Staff Builders Inc /De/)