Common use of Reliance on Books Clause in Contracts

Reliance on Books. Records and Other Information ------------------------------------------------------------ The Indemnitee shall be presumed to have acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Company, or, with respect to any criminal action or proceeding, to have had no reasonable cause to believe Indemnitee's conduct was unlawful, if Indemnitee's action is or was based on the records or books of account of the Company (other than such records or such books of account which the Indemnitee prepared or was responsible for preparing) with respect to which the Indemnitee may be affected by a Proceeding, including financial statements, or on information supplied to Indemnitee by executive officers of the Company in the course of their duties, or on the written advice of legal counsel for the Company or on information or records given or reports made to the Company by an independent certified public accountant or by other expert selected with reasonable care by the Company. The provisions of this Section shall not be deemed exclusive or to limit in any way the other circumstances in which the Indemnitee may be deemed to have met any applicable standard of conduct. For purposes of this Section 7, the term "Company" includes any other enterprise.

Appears in 10 contracts

Samples: Indemnification Agreement (Inference Corp /Ca/), Indemnification Agreement (Inference Corp /Ca/), Indemnification Agreement (Inference Corp /Ca/)

AutoNDA by SimpleDocs

Reliance on Books. Records and Other Information ------------------------------------------------------------ The Indemnitee shall be presumed deemed to have acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Company, or, with respect to any criminal action or proceeding, to have had no reasonable cause to believe Indemnitee's conduct was unlawful, if Indemnitee's action is or was based on the records or books of account of the Company (or of any other than such records or such books of account which the Indemnitee prepared or was responsible for preparing) enterprise with respect to which the Indemnitee may be affected by a Proceeding, including financial statements, or on information supplied to Indemnitee by executive officers of the Company or of any such other enterprise in the course of their duties, or on the written advice of legal counsel for the Company or for any such other enterprise or on information or records given or reports made to the Company or to any such other enterprise by an independent certified public accountant or by an appraiser or other expert selected with reasonable care by the CompanyCompany or by such other enterprise. The provisions of this Section shall not be deemed exclusive or to limit in any way the other circumstances in which the Indemnitee may be deemed to have met any applicable standard of conduct. For purposes of this Section 7, the term "Company" includes any other enterprise.

Appears in 1 contract

Samples: Indemnification Agreement (St John Knits International Inc)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.