Common use of Services by Indemnitee Clause in Contracts

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporation, Bylaws and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer , officer, employee and/or agent of the Company andand/or any of its subsidiaries, as mutually agreed by Indemnitee the case may be, and may serve, at the request of the Company, as a director, officer, employeeemployee and/or agent of another corporation, agent or fiduciary of other corporations, partnershipspartnership, joint venturesventure, trusts or other enterprises (including, without limitationtrust, employee benefit plansplan or other enterprise (a "Relevant Enterprise"). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is "at will", and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board Board, or, with respect to service as a director of the CompanyCompany and/or any of its subsidiaries, Indemnitee specifically acknowledges that this Agreement does not impose any obligation of the Company to continue Indemnitee's service to the Company except as may otherwise be provided by the Company's or its subsidiaries', as the case may be, Certificate of incorporationIncorporation, Bylaws By-laws, and the General Corporation Law of the State of Delaware. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12 hereof, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent and/or agent, as the case may be, of the Company and its subsidiaries or any subsidiary of the Companya Relevant Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive an officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, trustee, general partner, managing member, employee, agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans) (each, an “Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's ’s Amended and Restated Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of DelawareDGCL. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise. Section 2.

Services by Indemnitee. Indemnitee agrees to serve and/or ---------------------- continue to serve as a director/executive officer , officer, employee and/or agent of the Company and, as mutually agreed by Indemnitee and at the request of the Company, as a director, officer, employee, agent or and/or fiduciary of other corporationsanother corporation, partnershipspartnership, joint venturesventure, trusts or other enterprises (including, without limitationtrust, employee benefit plans)plan or other enterprise. Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the that Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board Board, or, with respect to service as a director of the Company, by the Company's Certificate of incorporationIncorporation, Bylaws Bylaws, and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoingThe foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director officer, director, employee and/or agent of the Company and no longer serves at the request of the Company or as a director, officer, employee, agent and/or fiduciary of another corporation, partnership, joint venture, trust, employee benefit plan or agent of the Company or any subsidiary of the Companyother enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive director and/or officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, trustee, general partner, managing member, employee, agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plansplans)(each, an “Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's ’s Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of DelawareDGCL. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer , officer, employee and/or agent of the Company andand/or any of its subsidiaries and may serve, as mutually agreed by Indemnitee and at the request of the Company, as a director, officer, employeeemployee and/or agent of another corporation, agent or fiduciary of other corporations, partnershipspartnership, joint venturesventure, trusts or other enterprises (including, without limitationtrust, employee benefit plansplan or other enterprise (a “Relevant Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is “at will, ,” and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board Board, or, with respect to service as a director of the CompanyCompany and/or any of its subsidiaries, under applicable law, by the Company's Certificate of incorporation, Bylaws and the General Corporation Law of the State of Delawarerelevant company’s charter or by-laws (or other relevant organizational documents). Notwithstanding, the foregoingThe foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent and/or agent, as the case may be, of the Company and its subsidiaries or any subsidiary of the Companya Relevant Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive an officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, trustee, general partner, managing member, employee, agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans) (each, an “Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's ’s Amended and Restated Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of DelawareDGCL. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive director and/or officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, trustee, general partner, managing member, employee, agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plansplans)(each, an "Enterprise"). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of DelawareDGCL. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer , officer, employee and/or agent of the Company andand/or any of its subsidiaries, as mutually agreed by Indemnitee the case may be, and the Company, may serve as a director, officer, employeeemployee and/or agent of another corporation, agent or fiduciary of other corporations, partnershipspartnership, joint venturesventure, trusts or other enterprises (including, without limitationtrust, employee benefit plansplan or other enterprise at the request of the Company (a "Relevant Enterprise" and, together with the Company and the Company's subsidiaries, the "Company Entities"). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between any of the Company (or any of its subsidiaries) Entities and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with any of the Company (or any of its subsidiaries)Entities, if any, is "at will", and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and any of the Company (Entities or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board orBoard, and, with respect to service as a director of any of the CompanyCompany Entities, Indemnitee specifically acknowledges that this Agreement does not impose any obligation of the Company to continue Indemnitee's service to the Company except as may otherwise be provided by the Company's Certificate of incorporation, Bylaws Incorporation or By-laws of the relevant Company Entity and the General Corporation Law of the State of Delaware. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 13 hereof, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent and/or agent, as the case may be, of any of the Company or any subsidiary of the CompanyEntities.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive an officer or director of the Company or its subsidiaries and, as mutually agreed by Indemnitee and the Company, as a director, officer, tax matters partner, employee, partner, manager, fiduciary, trustee or agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans) (each, an “Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's ’s Certificate of incorporationFormation, Bylaws LLC Agreement and the General Corporation Law of the State of DelawareDelaware Act. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company or its subsidiaries and no longer serves at the request of the Company as a director, officer, employee tax matters partner, employee, partner, manager, fiduciary, trustee or agent of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive director and officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, trustee, general partner, managing member, employee, agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans) (each, an “Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's ’s Amended and Restated Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of DelawareDGCL. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer director [and/or officer] of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, trustee, general partner, managing member, employee, agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans) (each, an “Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's ’s Amended and Restated Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of DelawareDGCL. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer , officer, employee or agent of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the 1173878v1 Company shall have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's ’s Certificate of incorporationIncorporation, Amended and Restated Bylaws and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer a director, officer, employee or director agent of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve [as a [director/executive officer ] [officer] [employee] of the Company and, as mutually agreed by Indemnitee and Corporation] [,at the Companyrequest of the Corporation, as a [director] [officer] [employee] [agent] of [another corporation, officer, employee, agent or fiduciary of other corporations, partnershipspartnership, joint venturesventure, trusts or other enterprises (including, without limitationtrust, employee benefit plans)plan or other Enterprise]. Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation obligation, if any, or any obligation imposed by operation of law), in which event the Company Corporation shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between the Company Corporation (or any of its subsidiariessubsidiaries or any Enterprise) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company Corporation (or any of its subsidiariessubsidiaries or any Enterprise), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company Corporation (or any of its subsidiariessubsidiaries or any Enterprise), other applicable formal severance policies duly adopted by the Board Board, or, with respect to service as a director or officer of the CompanyCorporation, by the CompanyCorporation's Certificate of incorporationIncorporation, Bylaws the Corporation's By-laws, and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoingThe foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director [officer] [director] [employee] of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the CompanyCorporation.

Services by Indemnitee. Indemnitee agrees to serve as a director/an executive officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporation, Bylaws and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive director and officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plansplans)(each, an "Enterprise"). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of Delaware. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the written request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve and/or continue to serve as a director/executive officer , officer, employee and/or agent of the Company and, as mutually agreed by Indemnitee and at the request of the Company, as a director, officer, employee, agent or and/or fiduciary of other corporationsanother corporation, partnershipspartnership, joint venturesventure, trusts or other enterprises (including, without limitationtrust, employee benefit plans)plan or other enterprise. Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be D-1 2 deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the that Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board Board, or, with respect to service as a director of the Company, by the Company's Certificate of incorporationIncorporation, Bylaws Bylaws, and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoingThe foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director officer, director, employee and/or agent of the Company and no longer serves at the request of the Company or as a director, officer, employee, agent and/or fiduciary of another corporation, partnership, joint venture, trust, employee benefit plan or agent of the Company or any subsidiary of the Companyother enterprise pursuant to Section 12. 2.

Services by Indemnitee. Indemnitee agrees to serve as a [director/executive officer officer] of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporation, Bylaws and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive director and/or officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board policies, or, with respect to service as a director of the Company, by the Company's Certificate ’s Articles of incorporationIncorporation, Bylaws and the General Corporation Law of Nevada Revised Statutes (the State of Delaware“NRS”). Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer , officer, employee or agent of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate ’s Articles of incorporationIncorporation (as the same may be amended from time to time), Bylaws (as the same may be amended from time to time) and the General Corporation Law of the State of DelawareColorado Business Corporations Act. Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer a director, officer, employee or director agent of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer director of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, trustee, general partner, managing member, employee, agent or fiduciary of other corporations, limited liability companies, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans) (each, an “Enterprise”). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of lawapplicable law imposes), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and is not to be deemed construed as an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate ’s Memorandum and Articles of incorporationAssociation, Bylaws and the General Corporation Companies Law of the State of DelawareCayman Islands, as amended. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or a director of the Company and no longer serves at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive officer , officer, employee and/or agent of the Company andand/or any of its subsidiaries and may serve, as mutually agreed by Indemnitee and at the request of the Company, as a director, officer, employeeemployee and/or agent of another corporation, agent or fiduciary of other corporations, partnershipspartnership, joint venturesventure, trusts or other enterprises (including, without limitationtrust, employee benefit plansplan or other enterprise (a "Relevant Enterprise"). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is "at will", and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board Board, or, with respect to service as a director of the CompanyCompany and/or any of its subsidiaries, by the Companyrelevant company's Certificate of incorporationIncorporation, Bylaws By-laws, and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoingThe foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent and/or agent, as the case may be, of the Company and its subsidiaries or any subsidiary of the Companya Relevant Enterprise.

Services by Indemnitee. Indemnitee agrees to serve serve, as applicable, as a director/executive officer , officer, employee or agent of the Company andor, as mutually agreed by Indemnitee and at the request of the Company, as a director, officer, employee, agent or fiduciary of other corporationsanother corporation, partnershipspartnership, joint venturesventure, trusts trust or other enterprises (including, without limitation, employee benefit plans)enterprise. Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that such position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiariessubsidiaries or any Marker Entity) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's ’s employment with the Company (or any of its subsidiariessubsidiaries or any Marker Entity), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiariessubsidiaries or any Marker Entity), other applicable formal severance policies duly adopted by the Board of Directors, or, with respect to service as a director or officer of the Company, by the Company's Certificate of incorporationIncorporation, Bylaws the Company’s Bylaws, and the General Corporation Law of the State of DelawareDGCL. Notwithstanding, the foregoingThe foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve serve, as applicable, as an officer officer, director, agent or director employee of the Company and no longer serves or, at the request of the Company Company, as a director, officer, employee employee, agent or agent fiduciary of the Company another corporation, partnership, joint venture, trust or any subsidiary of the Companyother enterprise, as provided in Section 13 hereof.

Services by Indemnitee. Indemnitee agrees to serve as a director/executive director and officer of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plans). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporation, Bylaws and the General Corporation Law of the State of Delaware. Notwithstanding, the foregoing, this Agreement shall continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the request of the Company as a director, officer, employee or agent of the Company or any subsidiary of the Company.

Services by Indemnitee. Indemnitee agrees to serve as a [director/executive officer ] [and] [officer] of the Company and, as mutually agreed by Indemnitee and the Company, as a director, officer, employee, agent or fiduciary of other corporations, partnerships, joint ventures, trusts or other enterprises (including, without limitation, employee benefit plansplans)(each, an "Enterprise"). Indemnitee may at any time and for any reason resign from any such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall will have no obligation under this Agreement to continue Indemnitee in that position. This Agreement shall is not and will not be deemed an employment contract between the Company (or any of its subsidiaries) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee's employment with the Company (or any of its subsidiaries), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its subsidiaries), other applicable formal severance policies duly adopted by the Board or, with respect to service as a director of the Company, by the Company's Certificate of incorporationIncorporation, Bylaws and the General Corporation Law of the State of Delaware. NotwithstandingThe foregoing notwithstanding, the foregoingsubject to Section 12, this Agreement shall will continue in force after Indemnitee has ceased to serve as an officer or director of the Company and no longer serves at the written request of the Company as a director, officer, employee employee, agent or agent fiduciary of the Company or any subsidiary of the Companyother Enterprise.