Successful Defence Clause Samples
Successful Defence. Notwithstanding any other provisions of this Agreement, to the extent Indemnitee has been successful, on the merits or otherwise, in defense of any Proceeding (including, without limitation, an action by or in the right of the Company) in which Indemnitee was a party by reason of the fact that Indemnitee is or was an Agent of the Company at any time, the Company shall indemnify Indemnitee against all Expenses actually and reasonably incurred by or on behalf of Indemnitee in connection with the investigation, defense or appeal of such Proceeding.
Successful Defence. To the extent Indemnitee has been successful on the merits or otherwise in defense of any Proceeding, Indemnitee shall be indemnified against expenses (including attorney fees) actually incurred by Indemnitee in connection therewith. In the event that any Proceeding to which an Indemnitee is a party is resolved in any manner other than by adverse judgment against Indemnitee (including, without limitation, settlement of such Proceeding with or without payment of money or other consideration, or the termination of any issue or matter in such Proceeding by dismissal, with or without prejudice) it shall be presumed that Indemnitee has been successful on the merits or otherwise in such Proceeding.