Common use of Separability Clause in Contracts

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 198 contracts

Samples: Indemnification Agreement (Omnicell, Inc.), Employment Agreement (NPS Pharmaceuticals Inc), Employment Agreement (NPS Pharmaceuticals Inc)

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Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 97 contracts

Samples: Indemnification Agreement (COMMERCIAL METALS Co), Indemnification Agreement (COMMERCIAL METALS Co), Indemnification Agreement (COMMERCIAL METALS Co)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement which other provisions shall be invalidated remain in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawfull force and effect.

Appears in 28 contracts

Samples: Indemnification Agreement (OptimizeRx Corp), Indemnification Agreement (Xhibit Corp.), Indemnification Agreement (Landwin REIT Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable in whole or in part for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 20 contracts

Samples: Director's Indemnification Agreement (Intelligent Systems Corp), Director's Indemnification Agreement (Intelligent Systems Corp), Director’s Indemnification Agreement (Ems Technologies Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawprovisions.

Appears in 17 contracts

Samples: Indemnification Agreement (Endurance Specialty Holdings LTD), Indemnification Agreement (Endurance Specialty Holdings LTD), Indemnification Agreement (Endurance Specialty Holdings LTD)

Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.

Appears in 14 contracts

Samples: Indemnification Agreement (Artest Corp), Indemnification Agreement (Iasiaworks Inc), Indemnification Agreement (Digital Island Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Charter, the Bylaws, the Code or any other applicable law.

Appears in 13 contracts

Samples: Indemnification Agreement (Titanium Asset Management Corp), Indemnification Agreement (Titanium Asset Management Corp), Indemnification Agreement (Titanium Asset Management Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 12 contracts

Samples: Indemnification Agreement (Ligand Pharmaceuticals Inc), Indemnification Agreement (Applied Digital Access Inc), Indemnification Agreement (Sequenom Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code GCL or any other applicable law.

Appears in 11 contracts

Samples: Employment Agreement (Clikia Corp.), Lock Up Agreement (Santeon Group, Inc.), Employment Agreement (Ubroadcast, Inc.)

Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 11 contracts

Samples: Indemnification Agreement (Orasure Technologies Inc), Indemnification Agreement (Ralcorp Holdings Inc /Mo), Indemnification Agreement (World Airways Inc /De/)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code DGCL or any other applicable law.

Appears in 11 contracts

Samples: Indemnification Agreement (Nanosphere Inc), Indemnification Agreement (Great American Group, Inc.), Indemnification & Liability (Cryocor Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Officer to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 11 contracts

Samples: Indemnification Agreement (Compgeeks Inc), Indemnification Agreement (White House Inc/Md), Indemnification Agreement (Collegeclub Com Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Charter, the Bylaws, the Code DGCL or any other applicable law.

Appears in 10 contracts

Samples: Indemnification Agreement (Myriad Genetics Inc), Indemnification Agreement (Myriad Genetics Inc), Indemnification Agreement (Vringo Inc)

Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and the affected provision shall be invalidated in its entirety on any ground, then construed and enforced so as to effectuate the Corporation shall nevertheless indemnify Agent parties' intent to the fullest maximum extent provided by the Bylaws, the Code or any other applicable lawpossible.

Appears in 9 contracts

Samples: Indemnification Agreement (Covalent Group Inc), Indemnification Agreement (Covalent Group Inc), Indemnification Agreement (Covalent Group Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid valid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 9 contracts

Samples: Indemnification Agreement (Giga Tronics Inc), Indemnification Agreement (G & G Retail Inc), Indemnification Agreement (G & G Retail Inc)

Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and agreement, independent of the others, so that if . If any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of any of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawprovisions.

Appears in 8 contracts

Samples: Indemnification Agreement (Esco Technologies Inc), Indemnification Agreement (Dti Holdings Inc), Indemnification Agreement (Dti Holdings Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.

Appears in 8 contracts

Samples: Indemnification Agreement (Big Dog Holdings Inc), Indemnification Agreement (Wireless Inc), Indemnification Agreement (P Com Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity contained herein or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation nevertheless shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 7 contracts

Samples: Indemnification Agreement (Siebel Systems Inc), Indemnification Agreement (Cortelco Systems Inc), Indemnification Agreement (Jato Communications Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 7 contracts

Samples: Indemnification Agreement (Intarcia Therapeutics, Inc), Indemnification & Liability (Hansen Medical Inc), Indemnification Agreement (Genitope Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 7 contracts

Samples: Confidential Settlement Agreement (Commerce Energy Group Inc), Severance Agreement (Commonwealth Energy Corp), Employment Agreement (Commonwealth Energy Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable under applicable federal or state law or for any other reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 6 contracts

Samples: Indemnification Agreement (Proassurance Corp), Employment Agreement (Proassurance Corp), Indemnification Agreement (Proassurance Corp)

Separability. Each of the provisions of this Agreement agreement is a separate and distinct agreement and independent of the othersothers so that, so that if any provision hereof provisions of this agreement shall be held to be invalid and unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if of this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawagreement.

Appears in 6 contracts

Samples: Indemnification Agreement (Keithley Instruments Inc), Indemnification Agreement (Keithley Instruments Inc), Indemnification Agreement (Cardinal Health Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and the affected provision shall be invalidated in its entirety on any ground, then construed and enforced so as to effectuate the Corporation shall nevertheless indemnify Agent parties' intent to the fullest maximum extent provided by the Bylaws, the Code or any other applicable lawpossible.

Appears in 5 contracts

Samples: Indemnification Agreement (Covalent Group Inc), Indemnification Agreement (Dura Pharmaceuticals Inc/Ca), Indemnification Agreement (Dura Pharmaceuticals Inc/Ca)

Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof of this Agreement shall be held to be invalid or unenforceable for any reason, such the invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereofof this Agreement. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide the Corporation shall nevertheless indemnify Agent to Indemnitee with the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.

Appears in 5 contracts

Samples: Indemnification Agreement (Cell Therapeutics Inc), Indemnification Agreement (Vicuron Pharmaceuticals Inc), Indemnification Agreement (Vicuron Pharmaceuticals Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawDGCL.

Appears in 4 contracts

Samples: Securities Purchase Agreement, Separation Agreement (Active Power Inc), Indemnity Agreement (Crossroads Systems Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, Bylaws and consistent with the Code or and any other applicable law.

Appears in 4 contracts

Samples: Indemnification Agreement (American Educational Products Inc), Indemnification Agreement (American Educational Products Inc), Indemnification Agreement (American Educational Products Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code DGCL or any other applicable law.

Appears in 4 contracts

Samples: Indemnification Agreement (Leapfrog Enterprises Inc), Indemnification Agreement (Packetvideo Corp), Indemnification Agreement (Leapfrog Enterprises Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 4 contracts

Samples: Series F Preferred Stock Purchase Agreement (Digirad Corp), Indemnification Agreement (Triangle Pharmaceuticals Inc), Indemnification Agreement (Rhythms Net Connections Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision provi sion hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the BylawsCharter Documents, the Code or any other applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (Tumbleweed Communications Corp), Indemnification Agreement (Tumbleweed Communications Corp), Indemnification & Liability (Tumbleweed Software Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement Agreement and independent of the othersothers so that, so that if any provision hereof provisions of this Agreement shall be held to be invalid and unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if of this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawAgreement.

Appears in 3 contracts

Samples: Indemnification Agreement (Developers Diversified Realty Corp), Indemnification Agreement (Cleveland Indians Baseball Co Inc), Indemnification Agreement (Cleveland Indians Baseball Co Inc)

Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide the Corporation shall nevertheless indemnify Agent to Indemnitee with the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (Sherwin Williams Co), Indemnification Agreement (Sherwin Williams Co), Indemnification Agreement (Sherwin Williams Co)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability enforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 3 contracts

Samples: Indemnification Agreement (Transmeridian Exploration Inc), Indemnification Agreement (Arizona Land Income Corp), Indemnification Agreement (Arizona Land Income Corp)

Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if . If any provision hereof shall be is held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall will not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsArticles, Bylaws or the Code or any other applicable lawAct.

Appears in 3 contracts

Samples: Indemnification Agreement (West Coast Bancorp /New/Or/), Indemnification Agreement (West Coast Bancorp /New/Or/), Indemnification Agreement (West Coast Bancorp /New/Or/)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, the Code charter documents or any other applicable law.

Appears in 3 contracts

Samples: Corporate Governance Agreement (Premier Exhibitions, Inc.), Corporate Governance Agreement (Premier Exhibitions, Inc.), Indemnification Agreement (Premier Exhibitions, Inc.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.

Appears in 3 contracts

Samples: Indemnification Agreement (Endosonics Corp), Indemnification Agreement (Cohesion Technologies Inc), Indemnification Agreement (Coldwater Creek Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 2 contracts

Samples: Indemnification Agreement (Triangle Pharmaceuticals Inc), Indemnification Agreement (Rhythms Net Connections Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereofhereof (unless such invalidity or unenforceability shall render ineffective such other provision). Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Asyst Technologies Inc), Indemnification Agreement (Asyst Technologies Inc /Ca/)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code WBCA or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Safedox, Inc.), Indemnification Agreement (Safedox, Inc.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Silicon Storage Technology Inc), Indemnification Agreement (Cypros Pharmaceutical Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Officer to the fullest extent provided by the BylawsConstitution, the Code Act or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Broadcom LTD), Indemnification Agreement (Broadcom LTD)

Separability. Each of the provisions provision of this Agreement is a separate and ------------ distinct agreement and independent of the others, so that if any provision hereof of this Agreement shall be held to be invalid or unenforceable for any reason, such the invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide the Corporation shall nevertheless indemnify Agent to Indemnitee with the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Virtual Mortgage Network Inc), Indemnification Agreement (Virtual Mortgage Network Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any or all of the provisions hereof (including any provision hereof within a single section, paragraph or sentence) shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawCode.

Appears in 2 contracts

Samples: Indemnification Agreement (Portal Software Inc), Indemnification Agreement (Portal Software Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Amended and Restated Bylaws, the Code or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Leap Wireless International Inc), Indemnification Agreement (Pharmacopeia Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Director to the fullest extent provided by the BylawsArticles, the Code Act or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Avago Technologies LTD), Indemnification Agreement (Avago Technologies Finance Pte. Ltd.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the BylawsBylaws and the Law, and, if applicable, the Code or any other applicable lawCode, and the affected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 2 contracts

Samples: Indemnification Agreement (Collateral Therapeutics Inc), Indemnification Agreement (Combichem Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.

Appears in 2 contracts

Samples: Indemnification Agreement (Silicon Laboratories Inc), Indemnity Agreement (Perficient Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code Delaware Law or any other applicable law.

Appears in 2 contracts

Samples: Indemnity Agreement (Akcea Therapeutics, Inc.), Indemnification Agreement (Isis Pharmaceuticals Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws and the Law and, if applicable, the Code or any other applicable lawCode, and the affected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 2 contracts

Samples: Indemnification Agreement (Collateral Therapeutics Inc), Indemnification Agreement (Combichem Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and is independent of the others, so that if any provision or all of the provisions hereof shall be are held to be invalid or unenforceable for any reason, such invalidity or unenforceability enforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.

Appears in 2 contracts

Samples: Indemnification Agreement (Nu Skin Enterprises Inc), Indemnification Agreement (Nu Skin Enterprises Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Certificate, the Bylaws, the Code Delaware Law or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Home Diagnostics Inc), Indemnification Agreement (Union Drilling Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Director to the fullest extent provided by the BylawsConstitution, the Code Act or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Broadcom LTD), Indemnification Agreement (Broadcom Cayman L.P.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, ; such invalidity or unenforceability shall not affect the validity or enforceability of the provisions hereof, which other provisions hereof. Furthermore, if this Agreement shall be invalidated remain in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawfull force and effect.

Appears in 2 contracts

Samples: Indemnification Agreement (Cmgi Inc), Indemnification Agreement (ModusLink Global Solutions Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the BylawsArticles, the Code Act or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (TerraForm Power, Inc.), Indemnification Agreement (SunEdison Semiconductor Pte. Ltd.)

Separability. Each provision of this Agreement shall be considered separable and (a) if for any reason any provision or provisions herein are determined to be invalid and contrary to any existing or future law, such invalidity shall not impair the operation of or affect those portions of this Agreement which are valid, and (b) if for any reason any provision or provisions of this Agreement is a separate and distinct agreement and independent would subject the Limited Partners to any personal liability for the obligations of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect Partnership under the validity or enforceability laws of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.the

Appears in 2 contracts

Samples: Limited Partnership Agreement (Capital Senior Living Corp), Limited Partnership Agreement (Capital Senior Living Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Synopsys Inc), Indemnification Agreement (Synopsys Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent Indemnitee to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 2 contracts

Samples: Indemnification Agreement (Discovery Partners International Inc), Indemnification Agreement (Discovery Partners International Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement Agreement and independent of the othersothers so that, so that if any provision hereof of this Agreement shall be held to be invalid and unenforceable for any reason, such invalidity or unenforceability shall will not affect the validity or enforceability of the other provisions hereof. Furthermore, if of this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawAgreement.

Appears in 2 contracts

Samples: Indemnification Agreement (Ventiv Health Inc), Indemnification Agreement (Marani Brands, Inc.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the BylawsCharter Documents, the Code or any other applicable law.

Appears in 2 contracts

Samples: Indemnification Agreement (Sangstat Medical Corp), Indemnification Agreement (Openwave Systems Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the Bylaws, the Code or any other applicable lawAct.

Appears in 1 contract

Samples: Indemnification Agreement (Nupo Innovations Inc)

Separability. Each of the provisions of this Agreement is a separate and ------------ distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement and the affected provision shall be invalidated in its entirety on any ground, then construed and enforced so as to effectuate the Corporation shall nevertheless indemnify Agent parties' intent to the fullest maximum extent provided by the Bylaws, the Code or any other applicable lawpossible.

Appears in 1 contract

Samples: Indemnification Agreement (Covalent Group Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawDGCL.

Appears in 1 contract

Samples: Indemnification Agreement (Inet Technologies Inc)

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Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code Code, or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Tier Technologies Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify the Agent to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.

Appears in 1 contract

Samples: Indemnification Agreement (Senomyx Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other -100- provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnity Agreement (Stanford Management LTD)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code Delaware Law or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Ionis Pharmaceuticals Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be of this Agreement is held to be invalid or unenforceable for any reason, the provision shall be limited or modified in its application to the minimum extent necessary to avoid violation of law, and, as so limited or modified, such invalidity or unenforceability shall not affect provision and the validity or enforceability balance of the other provisions hereof. Furthermore, if this Agreement shall be invalidated enforceable in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable lawaccordance with their terms.

Appears in 1 contract

Samples: Indemnification Agreement (U S Vision Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Companies shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the BylawsCharters, the Code DGCL or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (VPNet Technologies, Inc.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall will be held to be invalid for any reason, such invalidity or unenforceability shall will not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnification & Liability (U S Plastic Lumber Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director/Officer to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawCode.

Appears in 1 contract

Samples: Indemnification Agreement (Iss Group Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawDXXX.

Appears in 1 contract

Samples: Restructuring Support Agreement (Crossroads Systems Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability unenforceablility shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the BylawsOrganizational Documents, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnity Agreement (Opensite Technologies Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Vista Medical Technologies Inc)

Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawCode.

Appears in 1 contract

Samples: Indemnification Agreement (Cardima Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid inva lid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Megabios Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the BylawsArticles, the Code Act or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Avago Technologies Manufacturing (Singapore) Pte. Ltd.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.

Appears in 1 contract

Samples: Indemnification Agreement (SCC Communications Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the Bylaws, By-laws or the Code or any other applicable lawCode.

Appears in 1 contract

Samples: Indemnification Agreement (Ligand Pharmaceuticals Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Officer to the fullest full extent provided by the BylawsArticles, the Code or any other applicable lawBylaws and/or the Law, and the affected provision shall be construed and enforced so as to effectuate the parties’ intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Cardiodynamics International Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsArticles, the Code or any other applicable lawBylaws and/or the Law, and the affected provision shall be construed and enforced so as to effectuate the parties’ intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Cardiodynamics International Corp)

Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the Corporation shall nevertheless obligation of the Company to indemnify Agent the Indemnitee to the fullest full extent provided by the Bylaws, Bylaws or the Code or any other applicable lawDGCL.

Appears in 1 contract

Samples: Indemnification Agreement (Carrier Access Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent to the fullest extent provided by the Company's Amended and Restated Certificate of Incorporation, the Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Pharmacopeia Drug Discovery Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawXXXX.

Appears in 1 contract

Samples: Indemnity Agreement (Crossroads Systems Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of Corporation shall nevertheless to indemnify Agent Director to the fullest full extent provided by the BylawsCertificate, the Code Corporation's Bylaws or any other applicable lawthe Law, and the affected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Perardua Corp)

Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Comps Com Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of Corporation shall nevertheless to indemnify Agent Director to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Wildblue Communications Inc)

Separability. Each of the provisions of this Agreement is a ------------ separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawDGCL.

Appears in 1 contract

Samples: Indemnity Agreement (Active Power Inc)

Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of the Corporation shall nevertheless to indemnify Agent the Officer to the fullest full extent provided by the BylawsBylaws or the Law, and the Code or any other applicable lawaffected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Comps Com Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the BylawsCharter Documents, the Code BVI Law or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Opentv Corp)

Separability. Each of the provisions provision of this Agreement is a separate and ------------ distinct agreement and independent of the others, so that if any provision hereof of this Agreement shall be held to be invalid or unenforceable for any reason, such the invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereofof this Agreement. FurthermoreTo the extent required, if any provision of this Agreement shall may be invalidated in modified by a court of competent jurisdiction to preserve its entirety on any ground, then validity and to provide the Corporation shall nevertheless indemnify Agent to Indemnitee with the fullest extent provided by the Bylaws, the Code or any other broadest possible indemnification permitted under applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (New Century Financial Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, the Code By-laws or any other applicable lawthe DGCL.

Appears in 1 contract

Samples: Indemnification Agreement (Hoovers Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Companies shall nevertheless indemnify Agent Director to the fullest extent provided by the BylawsCharters, the Code DGCL or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (VPNet Technologies, Inc.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable in whole or in part for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof and the Corporation hereby agrees and acknowledges that it shall nevertheless indemnify Agent the Executive to the fullest full extent provided permitted by the Bylaws, the Code or any other applicable lawportion of this Agreement that shall not have been invalidated.

Appears in 1 contract

Samples: Indemnification & Liability (Ebank Com Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent an Indemnified Party to the fullest extent provided by the Articles, Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Omni Nutraceuticals)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the BylawsArticles, the Code Act, or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Terraform Global, Inc.)

Separability. Each of the provisions provision of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent to the fullest extent provided by the Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Ugly Duckling Corp)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the BylawsCharter, the Code DGCL or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Pdi Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Certificate, the Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Aeolus Pharmaceuticals, Inc.)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable to any extent for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then or the obligation of Corporation shall nevertheless to indemnify Agent Indemnitee to the fullest full extent provided by the Bylaws, the Code Law or any other applicable law, and the affected provision shall be construed and enforced so as to effectuate the parties' intent to the maximum extent possible.

Appears in 1 contract

Samples: Indemnification Agreement (Odimo INC)

Separability. Each of the provisions of this Agreement is a separate ------------ and distinct agreement and independent of the others, so that if any provision or all of the provisions hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then hereof or the obligation of the Corporation shall nevertheless to indemnify Agent the Indemnitee to the fullest full extent provided by the BylawsCertificate, Bylaws or the Code or any other applicable lawDGCL.

Appears in 1 contract

Samples: Indemnification Agreement (Deja Com Inc)

Separability. Each of the provisions of this Agreement is a separate and distinct agreement and independent of the others, so that if any provision hereof shall be held to be invalid for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. Furthermore, if this Agreement shall be invalidated in its entirety on any ground, then the Corporation Company shall nevertheless indemnify Agent Indemnitee to the fullest extent provided by the Articles, the Bylaws, the Code or any other applicable law.

Appears in 1 contract

Samples: Indemnification Agreement (Landa Management Systems Corp)

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