Common use of Right of Indemnification Clause in Contracts

Right of Indemnification. The Corporation shall indemnify and hold harmless, to the fullest extent permitted by applicable law as it presently exists or may hereafter be amended, any person (a “Covered Person”) who was or is made or is threatened to be made a party or is otherwise involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a “proceeding”), by reason of the fact that he or she, or a person for whom he or she is the legal representative, is or was a director or officer of the corporation or, while a director or officer of the corporation, is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation or of a partnership, joint venture, trust, enterprise or nonprofit entity, including service with respect to employee benefit plans, against all liability and loss suffered and expenses (including attorneys’ fees) reasonably incurred by such Covered Person. Notwithstanding the preceding sentence, except as otherwise provided in Section 6.5, the corporation shall be required to indemnify a Covered Person in connection with a proceeding (or part thereof) commenced by such Covered Person only if the commencement of such proceeding (or part thereof) by the Covered Person was authorized in the specific case by the Board of Directors of the Corporation.

Right of Indemnification. The Corporation shall indemnify and hold harmless, to the fullest extent permitted by applicable law as it presently exists or may hereafter be amended, any person (a “Covered Person”) who was or is made or is threatened to be made a party or is otherwise involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a “proceedingProceeding”), by reason of the fact that he or she, or a person for whom he or she is the legal representative, is or was a director or officer of the corporation Corporation or, while a director or officer of the corporationCorporation, is or was serving at the request of the corporation Corporation as a director, officer, employee or agent of another corporation or of a partnership, joint venture, trust, enterprise or nonprofit entity, including service with respect to employee benefit plans, against all liability and loss suffered and expenses (including attorneys’ fees) reasonably incurred by such Covered Person. Notwithstanding the preceding sentence, except as otherwise provided in Section 6.511.3, the corporation Corporation shall be required to indemnify a Covered Person in connection with a proceeding Proceeding (or part thereof) commenced by such Covered Person only if the commencement of such proceeding Proceeding (or part thereof) by the Covered Person was authorized in the specific case by the Board of Directors of the CorporationDirectors.

Right of Indemnification. The Corporation shall indemnify and hold harmless, to the fullest extent permitted by applicable law as it presently exists or may hereafter be amended, any person (a “Covered Person”) who was or is made or is threatened to be made a party or is otherwise involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a “proceedingProceeding”), by reason of the fact that he or she, or a person for whom he or she is the legal representative, is or was a director or officer of the corporation Corporation or, while a director or officer of the corporationCorporation, is or was serving at the request of the corporation Corporation as a director, officer, manager, employee or agent of another corporation or of a partnership, limited liability company, joint venture, trust, enterprise or nonprofit entity, including service with respect to employee benefit plans, against all liability and loss suffered and expenses (including attorneys’ fees) reasonably incurred by such Covered Person. Notwithstanding the preceding sentencesentence or Section 2 of this Article VII, except as otherwise provided in Section 6.53 of this Article VII, the corporation Corporation shall be required to indemnify indemnify, or advance expenses to, a Covered Person in connection with a proceeding Proceeding (or part thereof) commenced by such Covered Person only if the commencement of such proceeding Proceeding (or part thereof) by the Covered Person was authorized in the specific case by the Board of Directors of the CorporationDirectors.

Right of Indemnification. The Corporation Employer shall indemnify and hold harmless, to the fullest extent permitted by applicable law as it presently exists or may hereafter be amended, any person (a “Covered Person”) who was or the Executive if he is made or is threatened to be made a party or is otherwise involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a “proceedingProceeding”), by reason of the fact that he or shehe, or a person for whom he or she is the legal representative, is or was a director or officer of the corporation Employer or, while a director or officer of the corporationEmployer, is or was serving at the request of the corporation Employer as a director, officer, manager, employee or agent of another corporation employer or of a partnership, limited liability employer, joint venture, trust, enterprise or nonprofit entity, including service with respect to employee benefit plans, against all liability and loss suffered and expenses (including reasonable attorneys’ fees) reasonably incurred by such Covered Personthe Executive. Notwithstanding the preceding sentence, except as otherwise provided in Section 6.5, the corporation Employer shall be required to indemnify a Covered Person indemnify, or advance expenses to, the Executive in connection with a proceeding Proceeding (or part thereof) commenced by such Covered Person the Executive only if the commencement of such proceeding Proceeding (or part thereof) by the Covered Person Executive was authorized in the specific case by the Board of Directors of the CorporationDirectors.