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Common use of Service by the Indemnitee Clause in Contracts

Service by the Indemnitee. The Indemnitee agrees to serve or to continue to serve as a director or officer of the Company and will discharge his/her duties and responsibilities to the best of his/her ability so long as the Indemnitee is duly elected or appointed in accordance with the provisions of the Company’s Amended and Restated Certificate of Incorporation (the “Certificate”), the Bylaws, and the Delaware General Corporation Law, as amended (the “DGCL”), or until his/her earlier death, retirement, resignation or removal, or also in the case of a director, until his/her successor shall have been duly elected and qualified. The Indemnitee may at any time and for any reason resign from such position (subject to any other obligation, whether contractual or imposed by operation of law), in which event this Agreement shall continue in full force and effect after such resignation. Additionally, this Agreement shall remain in full force and effect after the death, retirement or removal of the Indemnitee, or also in the case of a director, until his/her successor shall have been duly elected and qualified. Notwithstanding the forgoing, this Agreement may be terminated in accordance with Section 22 hereof. Nothing in this Agreement shall confer upon the Indemnitee the right to continue in the employ of the Company or as a director of the Company, or affect the right of the Company to terminate, in the Company’s sole discretion (with or without cause) and at any time, the Indemnitee’s employment or position as a director, in each case, subject to any contractual rights of the Indemnitee existing otherwise than under this Agreement.

Appears in 11 contracts

Samples: Indemnification Agreement (Oasis Petroleum Inc.), Indemnification Agreement (Oasis Petroleum Inc.), Indemnification Agreement (Oasis Petroleum Inc.)

Service by the Indemnitee. The Indemnitee agrees to serve or to continue to serve as a director member of the Board of Directors or as an officer of the Company and will discharge his/her duties and responsibilities to the best of his/her ability General Partner so long as the Indemnitee is duly elected or appointed in accordance with the provisions of the Company’s Amended and Restated Certificate of Incorporation (the “GP Certificate”), the BylawsGP LLC Agreement, and the Delaware General Corporation LawLimited Liability Company Act, as amended (the “DGCLDLLCA”), and the Delaware Revised Uniform Limited Partnership Act, as amended (the “DRULPA”), or until his/her earlier death, retirement, resignation or removal, or also in the case of a director, until his/her successor shall have been duly elected and qualified. The Indemnitee may at any time and for any reason resign from such position (subject to any other obligation, whether contractual or imposed by operation of law), in which event this Agreement shall continue in full force and effect after such resignation. Additionally, this Agreement shall remain in full force and effect after the death, retirement or removal of the Indemnitee, or also in the case of a director, until his/her successor shall have been duly elected and qualified. Notwithstanding the forgoing, this Agreement may be terminated in accordance with Section 22 hereof. Nothing in this Agreement shall confer upon the Indemnitee the right to be employed by or to serve as a director or officer of the Partnership or to continue in the employ of the Company General Partner or to serve as a director or officer of the CompanyGeneral Partner, or affect the right of the Company General Partner to terminate, in the CompanyGeneral Partner’s sole discretion (with or without cause) and at any time, the Indemnitee’s employment or position as a directordirector or officer, in each case, subject to any contractual rights of the Indemnitee existing otherwise than under this Agreement.

Appears in 1 contract

Samples: Indemnification Agreement (Peak Resources LP)

Service by the Indemnitee. The Indemnitee agrees to serve or to continue to serve as a director or officer of the Company and will discharge his/her duties and responsibilities to the best of his/her ability so long as the Indemnitee is duly elected or appointed in accordance with the provisions of the Company’s Amended and Restated Certificate of Incorporation (the “Certificate”), the Bylaws, and the Delaware General Corporation Law, as amended (the “DGCL”), or until his/her earlier death, retirement, resignation or removal, or also in the case of a director, until his/her successor shall have been duly elected and qualified. The Indemnitee may at any time and for any reason resign from such position (subject to any other obligation, whether contractual or imposed by operation of law), in which event this Agreement shall continue in full force and effect after such resignation. Additionally, this Agreement shall remain in full force and effect after the death, retirement or removal of the Indemnitee, or also in the case of a director, until his/her successor shall have been duly elected and qualified. Notwithstanding the forgoing, this Agreement may be terminated in accordance with Section 22 hereof. Nothing in this Agreement shall confer upon the Indemnitee the right to continue in the employ of the Company or as a director of the Company, or affect the right of the Company to terminate, in the Company’s sole discretion (with or without cause) and at any time, the Indemnitee’s employment or position as a director, in each case, subject to any contractual rights of the Indemnitee existing otherwise than under this Agreement.

Appears in 1 contract

Samples: Indemnification Agreement (Cinco Resources, Inc.)

Service by the Indemnitee. The Indemnitee agrees to serve or to continue to serve as a director manager, member, partner, director, officer, fiduciary or officer trustee of the Company and will discharge his/her duties and responsibilities to the best of his/her ability General Partner so long as the Indemnitee is duly elected or appointed in accordance with the provisions of the Company’s Amended and Restated Certificate of Incorporation (the “GP Certificate”), the BylawsGP LLC Agreement, and the Delaware General Corporation LawLimited Liability Company Act, as amended (the “DGCLDLLCA”), and the Delaware Revised Uniform Limited Partnership Act, as amended (the “DRULPA”), or until his/her earlier death, retirement, resignation or removal, or also in the case of a director, until his/her successor shall have been duly elected and qualified. The Indemnitee may at any time and for any reason resign from such position (subject to any other obligation, whether contractual or imposed by operation of law), in which event this Agreement shall continue in full force and effect after such resignation. Additionally, this Agreement shall remain in full force and effect after the death, retirement or removal of the Indemnitee, or also in the case of a director, until his/her successor shall have been duly elected and qualified. Notwithstanding the forgoing, this Agreement may be terminated in accordance with Section 22 hereof. Nothing in this Agreement shall confer upon the Indemnitee the right to be employed by or to serve as a director or officer of the Partnership or to continue in the employ of the Company General Partner or to serve as a director or officer of the CompanyGeneral Partner, or affect the right of the Company General Partner to terminate, in the CompanyGeneral Partner’s sole discretion (with or without cause) and at any time, the Indemnitee’s employment or position as a directordirector or officer, in each case, subject to any contractual rights of the Indemnitee existing otherwise than under this Agreement.

Appears in 1 contract

Samples: Indemnification Agreement (Mach Natural Resources Lp)