Common use of Procedure for Determination of Entitlement to Indemnification Clause in Contracts

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from any liability that it may have to Indemnitee other than under this Agreement. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 10 contracts

Samples: Indemnification Agreement (Sunstone Hotel Investors, Inc.), Termination and Change in Control Agreement (Sunstone Hotel Investors, Inc.), Employment Agreement (Sunstone Hotel Investors, Inc.)

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Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification (including, but not limited to, the advancement of Expenses and contribution by the Company) under this Agreement, Indemnitee shall submit to the Company Chief Executive Officer or Chief Financial Officer a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from Secretary or any liability that it may have to Indemnitee other than under this Agreement. The Assistant Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 8 contracts

Samples: Indemnification Agreement (STAMPS.COM Inc), Indemnification Agreement (Active Network Inc), Indemnification Agreement (Geocities)

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission Indemnitee may submit one or more such requests from time to notify the Company will not relieve the Company from any liability that it may have to time and at such time(s) as Indemnitee other than under this Agreementdeems appropriate in Indemnitee’s sole discretion. The Secretary officer of the Company receiving such a request shall, promptly upon receipt of such a request for indemnificationits receipt, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 7 contracts

Samples: Indemnification Agreement (Cim Income Nav, Inc.), Indemnification Agreement (First Real Estate Investment Trust of New Jersey), Indemnification Agreement (Eastgroup Properties Inc)

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission determination of Indemnitee's entitlement to notify indemnification shall be made not later than 90 days after receipt by the Company will not relieve of the Company from any liability that it may have to Indemnitee other than under this Agreementwritten request for indemnification. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 6 contracts

Samples: Employment Agreement (Consorteum Holdings, Inc.), Employment Agreement (Consorteum Holdings, Inc.), Employment Agreement (Insight Management Corp)

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification (including, but not limited to, the advancement of Expenses and contribution by the Company) under this Agreement, Indemnitee shall submit to the Company Chief Executive Officer (if Indemnitee is not then serving as the Chief Executive Officer) or Chief Financial Officer a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from Secretary or any liability that it may have to Indemnitee other than under this Agreement. The Assistant Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 4 contracts

Samples: Indemnification Agreement (J2 Communications /Ca/), Indemnification Agreement (J2 Communications /Ca/), Employment Agreement (J2 Communications /Ca/)

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from any liability that it may have to Indemnitee other than under this Agreement. The Secretary Chief Executive Officer of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification; provided that, if the Chief Executive Officer is making such request, then the notice to the Board of Directors shall be given by the Secretary of the Company.

Appears in 4 contracts

Samples: Indemnification Agreement (La Jolla Pharmaceutical Co), Indemnification Agreement (La Jolla Pharmaceutical Co), Indemnification Agreement (La Jolla Pharmaceutical Co)

Procedure for Determination of Entitlement to Indemnification. (ai) To obtain indemnification under this Agreement, the Indemnitee shall submit to the Company a written requestrequest for indemnification, including therein or therewith such documentation and information as is therewith, except to the extent previously provided to the Company in connection with a request or requests for advancement pursuant to Section 1(e) hereof, a statement or statements reasonably available to evidencing all Losses incurred or paid by or on behalf of the Indemnitee and for which indemnification is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from any liability that it may have to Indemnitee other than under this Agreementrequested. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that the Indemnitee has requested indemnification.

Appears in 3 contracts

Samples: Indemnification Agreement (Wellcare Health Plans, Inc.), Indemnification Agreement (Wellcare Health Plans, Inc.), Indemnification Agreement (Wellcare Health Plans, Inc.)

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification under this Agreement, the Indemnitee shall submit to the Company a written requestrequest therefor, including therein or therewith along with such documentation and information as is reasonably available to the Indemnitee and is reasonably necessary to determine whether and to what extent the Indemnitee is entitled to indemnification. The omission ; provided, however, that no deficiency in any such request, documentation or information shall adversely affect the Indemnitee’s rights to notify the Company will not relieve the Company from any liability that it may have to Indemnitee other than indemnification or advancement of expenses under this Agreement. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that the Indemnitee has requested indemnification.

Appears in 3 contracts

Samples: Indemnification Agreement (Basic Energy Services Inc), Indemnification Agreement (Independence Contract Drilling, Inc.), Indemnification Agreement (Basic Energy Services Inc)

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Procedure for Determination of Entitlement to Indemnification. (a) To obtain When seeking indemnification under this AgreementAgreement (including, but not limited to, the advancement of expenses pursuant to Section 9 hereof and contribution by the Company), Indemnitee shall submit a written request for indemnification to the Company. Such request shall include documentation or information which is reasonably necessary for the Company to make a written request, including therein or therewith such documentation determination of Indemnitee’s entitlement to indemnification hereunder and information as which is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from any liability that it may have to Indemnitee other than under this AgreementIndemnitee. The Secretary of the Company shall, promptly upon receipt of such a Indemnitee’s request for indemnification, advise the Board of Directors in writing that Indemnitee has requested made such request for indemnification.

Appears in 2 contracts

Samples: Indemnification Agreement (Aei), Indemnification Agreement (Aei)

Procedure for Determination of Entitlement to Indemnification. (a) a. To obtain indemnification (including, but not limited to, the advancement of Expenses and contribution by the Company) under this Agreement, Indemnitee shall submit to the Company Chief Executive Officer or Chief Financial Officer a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from Secretary or any liability that it may have to Indemnitee other than under this Agreement. The Assistant Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 1 contract

Samples: Employment Agreement (Optical Communication Products Inc)

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification (including, but not limited to, the advancement of Expenses and contribution by the Company) under this Agreement, Indemnitee shall submit to the Company Company, in a written requestrequest directed to Chief Executive Officer or Chief Financial Officer, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from Secretary or any liability that it may have to Indemnitee other than under this Agreement. The Assistant Secretary of the Company shall, promptly upon the Company’s receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 1 contract

Samples: Form of Indemnification Agreement (Valueclick Inc/Ca)

Procedure for Determination of Entitlement to Indemnification. (a) To obtain indemnification and payment of Expenses under this Agreement, Indemnitee shall submit to the Company a written request, including therein or therewith such documentation and information as is reasonably available to Indemnitee and is reasonably necessary to determine whether and to what extent Indemnitee is entitled to indemnification. The omission to notify the Company will not relieve the Company from any liability that it may have to Indemnitee other than under this Agreement. The Secretary of the Company shall, promptly upon receipt of such a request for indemnification, advise the Board of Directors in writing that Indemnitee has requested indemnification.

Appears in 1 contract

Samples: Indemnification Agreement (VeriFone Holdings, Inc.)

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