Common use of Proceedings Initiated by Indemnified Representatives Clause in Contracts

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company shall not indemnify under this Article an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of Representatives. This Section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company shall not indemnify under this Article an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person Person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of Representatives. This Section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company shall not indemnify under this Article an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent vote of the Board of RepresentativesMembers or Managers in office. This Section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this ArticleArticle V, the Company shall not indemnify under this Article V an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person Person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of Representatives. This Section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.Article V.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this ArticleArticle V, the Company shall not indemnify under this Article V an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person Person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of RepresentativesGeneral Manager. This Section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.Article V.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this ArticleSection, the Company shall not indemnify under this Article Section an indemnified representative Indemnified Representative for any liability incurred in a proceeding Proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding Proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of RepresentativesMember in office. This Section paragraph does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative Indemnified Representative granted by or pursuant to this ArticleSection.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company corporation shall not indemnify under this Article an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims counter claims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent affirmative vote of a majority of the Board of Representativesdirectors in office. This Section section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company corporation shall not indemnify under this Article an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims counter claims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent affirmative vote of a majority of the Board of Representativesdirectors in office. This Section section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending an arbitration under Section 7.06 or otherwise successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this ArticleSection, the Company shall not indemnify under this Article Section an indemnified representative Indemnified Representative for any liability incurred in a proceeding Proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor intervener or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding Proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of RepresentativesMember or managers in office. This Section paragraph does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative Indemnified Representative granted by or pursuant to this ArticleSection.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company Corporation shall not indemnify under this Article VIII an indemnified representative Indemnified Representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of RepresentativesBoard. This Section section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending a Proceeding related to the rights right to indemnification, contribution or advancement of an indemnified representative granted by or pursuant to this Articleexpenses.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this ArticleSection, the Company shall not indemnify under this Article Section an indemnified representative Indemnified Representative for any liability incurred in a proceeding Proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding Proceeding is authorized, either before or after its commencement, by the unanimous consent of the Board of RepresentativesMember. This Section paragraph does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative Indemnified Representative granted by or pursuant to this ArticleSection.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company shall not indemnify under this Article an indemnified representative Indemnified Representative for any liability incurred in a proceeding Proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor intervener or amicus curiae by the person Person seeking indemnification unless such the initiation of or participation in the proceeding Proceeding is authorized, either before or after its commencement, by the unanimous consent affirmative vote of the Board of RepresentativesManager in office. This Section does section shall not apply to reimbursement of expenses incurred in successfully prosecuting or defending an arbitration under Article 6.6 or otherwise successfully prosecuting or defending the rights of an indemnified representative Indemnified Representative granted by or pursuant to this Article.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this ArticleSection, the Company shall not indemnify under this Article Section an indemnified representative Indemnified Representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent vote of the Board of RepresentativesMembers or Managers in office. This Section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative Indemnified Representative granted by or pursuant to this ArticleSection.

Proceedings Initiated by Indemnified Representatives. Notwithstanding any other provision of this Article, the Company shall not indemnify under this Article an indemnified representative for any liability incurred in a proceeding initiated (which shall not be deemed to include counterclaims or affirmative defenses) or participated in as an intervenor or amicus curiae by the person seeking indemnification unless _such initiation of or participation in the proceeding is authorized, either before or after its commencement, by the unanimous consent vote of the Board of RepresentativesMembers or Managers in office. This Section does not apply to reimbursement of expenses incurred in successfully prosecuting or defending the rights of an indemnified representative granted by or pursuant to this Article.