RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no relationship to the compensation of such representatives;
Appears in 110 contracts
Samples: Indemnity Agreement (Compass, Inc.), Indemnity Agreement (Spyre Therapeutics, Inc.), Indemnity Agreement (Aeglea BioTherapeutics, Inc.)
RECITALS. A. The Company is aware Corporation recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 107 contracts
Samples: Indemnification Agreement (DENTSPLY SIRONA Inc.), Indemnification Agreement (Agilysys Inc), Indemnification Agreement (Vail Resorts Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors, officers or agents of corporations unless they are protected by comprehensive liability insurance and or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;directors, officers and other agents.
Appears in 102 contracts
Samples: Indemnity Agreement (Applied Digital Corp.), Indemnity Agreement (Immersion Corp), Indemnity Agreement
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and and/or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 79 contracts
Samples: Indemnity Agreement (Selectis Health, Inc.), Indemnity Agreement (Sunshine Silver Mining & Refining Corp), Indemnity Agreement (PayPal Holdings, Inc.)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased the exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 38 contracts
Samples: Share Exchange Agreement (Peregrine Industries Inc), Agreement and Plan of Merger (Synergy CHC Corp.), Indemnification Agreement (CaliberCos Inc.)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 36 contracts
Samples: Indemnity Agreement (Blum Holdings, Inc.), Indemnity Agreement (Blum Holdings, Inc.), Indemnity Agreement (Blum Holdings, Inc.)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and and/or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that because the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 25 contracts
Samples: Indemnification Agreement (Bannix Acquisition Corp.), Indemnification Agreement (Ipsidy Inc.), Indemnification Agreement (Workhorse Group Inc.)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve or continue serving as representatives directors or officers of corporations companies unless they are protected by comprehensive liability insurance and indemnification, adequate indemnification due to the increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact companies that the exposure frequently bears often bear no relationship to the compensation of such representatives;directors or officers.
Appears in 20 contracts
Samples: Indemnification Agreement (Cellectar Biosciences, Inc.), Indemnification Agreement (Virgin Group Acquisition Corp. II), Indemnification Agreement (IO Biotech, Inc.)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 20 contracts
Samples: Indemnification Agreement (Simmons First National Corp), Indemnification Agreement (Simmons First National Corp), Indemnification Agreement (Simmons First National Corp)
RECITALS. A. The Company is aware recognizes that competent and experienced persons individuals are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 18 contracts
Samples: Indemnification Agreement (Harbin Electric, Inc), Indemnification Agreement (Harbin Electric, Inc), Indemnification Agreement (Harbin Electric, Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no relationship to the compensation of such representatives;
Appears in 16 contracts
Samples: Indemnity Agreement (Cadence Design Systems Inc), Indemnity Agreement (Cadence Design Systems Inc), Indemnity Agreement (Cadence Design Systems Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives of corporations unless they are protected by comprehensive liability insurance and or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;
Appears in 15 contracts
Samples: Indemnity Agreement (Symantec Corp), Change in Control Agreement (Symantec Corp), Indemnity Agreement (Symantec Corp)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;directors.
Appears in 8 contracts
Samples: Indemnification Agreement (Hampshire Group LTD), Indemnification Agreement (Hampshire Group LTD), Indemnification Agreement (Hampshire Group LTD)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives of corporations unless they are protected by comprehensive liability insurance and and/or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;
Appears in 7 contracts
Samples: Indemnification Agreement (Dexcom Inc), Indemnification Agreement (Dexcom Inc), Indemnification Agreement (Symantec Corp)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and adequate indemnification, due to increased exposure to litigation costs and risks risk resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 6 contracts
Samples: Indemnity Agreement (ZAIS Group Holdings, Inc.), Indemnity Agreement (Young Innovations Inc), Indemnity Agreement (Apropos Technology Inc)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve as representatives directors or executive officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and executive officers;
Appears in 6 contracts
Samples: Form of Indemnification Agreement (UNITED THERAPEUTICS Corp), Indemnification Agreement (Organovo Holdings, Inc.), Form of Indemnification Agreement (United Therapeutics Corp)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors and officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to the increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure to or risks of shareholder claims or litigation frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 6 contracts
Samples: Employment Agreement (Christopher & Banks Corp), Indemnification Agreement (Christopher & Banks Corp), Indemnification Agreement (Mela Sciences, Inc. /Ny)
RECITALS. A. The Company is aware recognises that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativespersons;
Appears in 5 contracts
Samples: Indemnity Agreement (Vampt America, Inc.), Indemnity Agreement (Vampt America, Inc.), Indemnity Agreement (Coronado Corp.)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that because the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 5 contracts
Samples: Form of Indemnification Agreement (Integrity Managed Portfolios), Form of Indemnification Agreement (Integrity Funds), Form of Indemnification Agreement (Viking Mutual Funds)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;directors and officers.
Appears in 5 contracts
Samples: Indemnification Agreement (National CineMedia, Inc.), Indemnification Agreement (Intrepid Potash, Inc.), Form of Indemnification Agreement (National CineMedia, Inc.)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors and officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;directors or officers.
Appears in 4 contracts
Samples: Indemnity Agreement (Lion Inc/Wa), Cepheid Indemnification Agreement (Cepheid), Director Indemnification Agreement (Enova Systems Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;
Appears in 4 contracts
Samples: Indemnity Agreement (ADESTO TECHNOLOGIES Corp), Indemnity Agreement (Workday, Inc.), Indemnity Agreement (Proofpoint Inc)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;directors.
Appears in 4 contracts
Samples: Indemnification Agreement (Hampshire Group LTD), Indemnification Agreement (Hampshire Group LTD), Indemnification Agreement (Hampshire Group LTD)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and and/or indemnification, due to increased the exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 4 contracts
Samples: Indemnification Agreement (Directed Electronics, Inc.), Indemnification Agreement (Main Street Restaurant Group, Inc.), Form of Indemnification Agreement (Synaptics Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and adequate indemnification, due to increased exposure to litigation costs and risks risk resulting from their service to such corporations, and due to the fact that the exposure frequently bears may bear no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 4 contracts
Samples: Indemnity Agreement (Coinmach Service Corp), Indemnity Agreement (Coinmach Service Corp), Indemnity Agreement (Coinmach Service Corp)
RECITALS. A. The Company is aware Corporation recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;directors and officers.
Appears in 4 contracts
Samples: Indemnification Agreement (A.S.V., LLC), Indemnification Agreement (Healthways, Inc), Indemnification Agreement (Endostim, Inc.)
RECITALS. A. The Company is aware Corporation recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 4 contracts
Samples: Form of Indemnification Agreement (Tuesday Morning Corp/De), Form of Indemnification Agreement (Layne Christensen Co), Form of Indemnification Agreement (Tuesday Morning Corp/De)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve or continue serving as representatives directors or officers of corporations companies and other entities unless they are protected by comprehensive liability insurance and indemnification, adequate indemnification due to the increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact companies that the exposure frequently bears often bear no relationship to the compensation of such representatives;directors or officers.
Appears in 3 contracts
Samples: Indemnification Agreement (Bridger Aerospace Group Holdings, Inc.), Indemnification Agreement (Texas Pacific Land Corp), Indemnification Agreement (Texas Pacific Land Corp)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 3 contracts
Samples: Indemnification Agreement (Orchids Paper Products CO /DE), Indemnification Agreement (Orchids Paper Products CO /DE), Indemnification Agreement (Build a Bear Workshop Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and and/or indemnification, due to their increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the this exposure frequently bears no reasonable relationship to the compensation of such representatives;directors and officers.
Appears in 3 contracts
Samples: Indemnity Agreement (Intuit Inc), Indemnity Agreement (Intuit Inc), Indemnity Agreement (Intuit Inc)
RECITALS. A. The Company is aware recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors and officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representatives;directors.
Appears in 3 contracts
Samples: Indemnification Agreement (Hampshire Group LTD), Indemnification Agreement (Tornier B.V.), Indemnification Agreement (Eurand N.V.)
RECITALS. A. The Company is aware Corporation recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as representatives directors of corporations unless they are protected by comprehensive liability insurance and or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors;
Appears in 3 contracts
Samples: Indemnification Agreement (Destination Maternity Corp), Director Indemnification Agreement (Compass Minerals International Inc), Indemnification Agreement (Washington Mutual, Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors, officers or agents of corporations unless they are protected by comprehensive liability insurance and or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors, officers and other agents;
Appears in 3 contracts
Samples: Indemnification Agreement (Knobias, Inc.), Indemnity Agreement (Netratings Inc), Indemnity Agreement (Insweb Corp)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and indemnificationand/or indemnification agreements, due to their increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the because this exposure frequently bears no reasonable relationship to the their compensation of such representatives;as directors and officers.
Appears in 3 contracts
Samples: Indemnity Agreement (COUPONS.com Inc), Indemnity Agreement (Asthmatx Inc), Indemnity Agreement (Broncus Technologies Inc/Ca)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no relationship to the compensation of such representatives;.
Appears in 2 contracts
Samples: Indemnity Agreement (Smartsheet Inc), Indemnity Agreement (Insightful Corp)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives managers or officers of corporations limited liability companies unless they are protected by comprehensive liability insurance and and/or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporationslimited liability companies, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesmanagers and officers;
Appears in 2 contracts
Samples: Indemnification Agreement (JCM Partners LLC), Indemnification Agreement (JCM Partners LLC)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives of corporations unless they are protected by comprehensive liability insurance and indemnificationare afforded rights to indemnification and advancement of Expenses (as defined below), due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no relationship to the compensation of such representatives;
Appears in 1 contract
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives of corporations unless they are protected by comprehensive liability insurance and and/or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no relationship to the compensation of such representatives;
Appears in 1 contract
Samples: Indemnity Agreement (Interwoven Inc)
RECITALS. A. The Company is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no relationship to the compensation of such representatives;
Appears in 1 contract
RECITALS. A. The Company Corporation is aware that competent and experienced persons are increasingly reluctant to serve as representatives directors or officers of corporations unless they are protected by comprehensive liability insurance and or indemnification, due to increased exposure to litigation costs and risks resulting from their service to such corporations, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such representativesdirectors and officers;
Appears in 1 contract
Samples: Indemnification Agreement (Superior Industries International Inc)
