Presumptions. 8.1.1. If a Change in Control shall have occurred, Indemnitee shall be entitled to a rebuttable presumption that Indemnitee is entitled to indemnification under this Agreement and the Company shall have the burden of proof in rebutting such presumption. 8.1.2. The termination of any Claim by judgment, order, settlement (whether with or without court approval) or conviction, or upon a plea of nolo contendere or its equivalent, shall not adversely affect either the right of Indemnitee to indemnification under this Agreement or the presumptions to which Indemnitee is otherwise entitled pursuant to the provisions of this Agreement nor create a presumption that Indemnitee did not meet any particular standard of conduct or have a particular belief or that a court has determined that indemnification is not permitted by applicable law.
Appears in 9 contracts
Samples: Indemnification Agreement (Bath & Body Works, Inc.), Indemnification Agreement (Victoria's Secret & Co.), Indemnification Agreement (Victoria's Secret & Co.)
Presumptions. 8.1.1. If a Change in Control shall have occurred, Indemnitee shall be entitled to a rebuttable presumption that Indemnitee is entitled to indemnification under this Agreement and the Company shall have the burden of proof in rebutting such presumption.
8.1.2. The termination of any Claim claim by judgment, order, settlement (whether with or without court approval) or conviction, or upon a plea of nolo contendere or its equivalent, shall not adversely affect either the right of Indemnitee to indemnification under this Agreement or the presumptions to which Indemnitee is otherwise entitled pursuant to the provisions of this Agreement nor create a presumption that Indemnitee did not meet any particular standard of conduct or have a particular belief or that a court has determined that indemnification is not permitted by applicable law.
Appears in 5 contracts
Samples: Indemnification Agreement (Bright Horizons Family Solutions Inc), Indemnification Agreement (Corporatefamily Solutions Inc), Indemnification Agreement (Childrens Comprehensive Services Inc)
Presumptions. 8.1.17.1.1. If a Change in Control shall have occurred, the Indemnitee shall be entitled to a rebuttable presumption that the Indemnitee is entitled to indemnification under this Agreement and the Company shall have the burden of proof in rebutting such presumption.
8.1.27.1.2. The termination of any Claim by judgment, order, settlement (whether with or without court approval) or ), conviction, or upon a plea of nolo contendere or its equivalent, equivalent shall not adversely affect either the right of the Indemnitee to indemnification under this Agreement or the presumptions to which the Indemnitee is otherwise entitled pursuant to the provisions of this Agreement nor create a presumption that the Indemnitee did not meet any particular standard of conduct or have a particular belief or that a court has determined that indemnification is not permitted by applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (Gaylord Entertainment Co /De), Indemnification Agreement (Gaylord Entertainment Co)
Presumptions. 8.1.1. If a Change in Control shall have occurred, Indemnitee shall be entitled to a rebuttable presumption that Indemnitee is entitled to indemnification under this Agreement and the Company shall have the burden of proof in rebutting such presumption.
8.1.2. The termination of any Claim claim by judgment, order, settlement (whether with or without court approval) or conviction, or upon a plea of nolo contendere or its equivalent, shall not adversely affect either the right of Indemnitee to indemnification under this Agreement or the presumptions to which Indemnitee is otherwise entitled pursuant to the provisions of this Agreement nor create a presumption that Indemnitee did not meet any particular standard of conduct or have a particular belief or that a court has determined that indemnification is not permitted by applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (Healthstream Inc), Indemnification Agreement (At Plan Inc)
Presumptions. 8.1.1. 7.1.1 If a Section 2.1.1 Event or Change in Control shall have occurred, the Indemnitee shall be entitled to a rebuttable presumption that the Indemnitee is entitled to indemnification under this Agreement and the Company shall have the burden of proof in rebutting such presumption.
8.1.2. 7.1.2 The termination of any Claim by judgment, order, settlement (whether with or without court approval) or ), conviction, or upon a plea of nolo contendere or its equivalent, equivalent shall not adversely affect either the right of the Indemnitee to indemnification under this Agreement or the presumptions to which the Indemnitee is otherwise entitled pursuant to the provisions of this Agreement nor create a presumption that the Indemnitee did not meet any particular standard of conduct or have a particular belief or that a court has determined that indemnification is not permitted by applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (Gaylord Entertainment Co /De), Indemnification Agreement (Gaylord Entertainment Co /De)
Presumptions. 8.1.17.1.1. If a Change in Control shall have occurred, Indemnitee shall be entitled to a rebuttable presumption that Indemnitee is entitled to indemnification under this Agreement and the Company shall have the burden of proof in rebutting such presumption.
8.1.27.1.2. The termination of any Claim claim by judgment, order, settlement (whether with or without court approval) or conviction, or upon a plea of nolo contendere or its equivalent, shall not adversely affect either the right of Indemnitee to indemnification under this Agreement or the presumptions to which Indemnitee is otherwise entitled pursuant to the provisions of this Agreement nor create a presumption that Indemnitee did not meet any particular standard of conduct or have a particular belief or that a court has determined that indemnification is not permitted by applicable law.
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