Common use of Survival of Indemnification Clause in Contracts

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the directors and officers of the Company, and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective certificate of incorporation and by-laws in effect on the date hereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (United Water Resources Inc), Merger Agreement (United Water Resources Inc), Merger Agreement (Lyonnaise American Holding Inc Et Al)

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Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the Company, Company and its subsidiaries the Company Subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate certificates of incorporation and by-laws in effect on the date hereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (Consolidated Edison Inc), Merger Agreement (Consolidated Edison Co of New York Inc), Merger Agreement (Orange & Rockland Utilities Inc)

Survival of Indemnification. To the fullest extent permitted not prohibited by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of Parent, the Company, Company and its subsidiaries Subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws in effect on the date hereof, or otherwise in effect on the date hereofof this Agreement, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (Midamerican Energy Holdings Co /New/), Merger Agreement (Midamerican Energy Co), Merger Agreement (Sokol David L)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of Parent or the Company, Company and its their subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate articles of incorporation and incorporation, by-laws or similar governing documents in effect on the date hereof, or otherwise in effect on the date hereof, shall will survive the Merger Mergers and shall will continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Southwest Gas Corp), Merger Agreement (Oneok Inc /New/)

Survival of Indemnification. To the fullest extent permitted not prohibited by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of DGAC and the Company, Company and its their respective subsidiaries with respect to their activities as such prior to or at the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws or bylaws or indemnification agreements in effect on the date hereof, of such activities or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Disc Graphics Inc /De/), Merger Agreement (Dg Acquisition Corp)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the CompanyCapStar, AGH and its subsidiaries their respective Subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws bylaws or other organizational documents in effect on the date hereofthereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Capstar Hotel Co), Merger Agreement (American General Hospitality Corp)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the directors employees, agents, directors, trustees and officers of the Company, and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate declaration of incorporation trust or articles of organization and by-laws in effect on the date hereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Berkshire Energy Resources), Merger Agreement (Energy East Corp)

Survival of Indemnification. To the fullest extent permitted not prohibited by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of the Company, CNG and its subsidiaries with respect to their activities as such prior to or at the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws or bylaws or indemnification agreements in effect on the date hereof, of such activities or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six (6) years from the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Dominion Resources Inc /Va/), Merger Agreement (Consolidated Natural Gas Co)

Survival of Indemnification. To the fullest extent permitted not prohibited by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of the Company, Purchaser and its subsidiaries the Corporation and their respective Subsidiaries with respect to their activities as such prior to or at the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws or bylaws or indemnification agreements in effect on the date hereof, of such activities or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six (6) years from the Effective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Synthesis Energy Systems Inc), Agreement and Plan of Merger (Synthesis Energy Systems Inc)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the Company, and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective certificate articles of incorporation and by-laws in effect on the date hereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Energy East Corp), Merger Agreement (Central Maine Power Co)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the CompanyAmbassador, AIMCO and its subsidiaries their respective Subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws in effect on the date hereofthereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Ambassador Apartments Inc), Merger Agreement (Apartment Investment & Management Co)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of the Company, Company and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective certificate the Company's articles of incorporation and by-laws or bylaws, in effect on the date hereof, thereof or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than the lesser of six years from the Effective TimeTime and the expiration of the applicable statute of limitations.

Appears in 2 contracts

Samples: Merger Agreement (Obernauer Marne Jr), Merger Agreement (Applied Graphics Technologies Inc)

Survival of Indemnification. To the fullest extent permitted by --------------------------- law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the Company, and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective certificate articles of incorporation organization and by-laws in effect on the date hereof, 37 or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Yankee Energy System Inc)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of the CompanyPuget, WeCo and its their respective subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate Articles of incorporation and by-laws Incorporation or Bylaws, in effect on the date hereof, thereof or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Puget Sound Power & Light Co /Wa/)

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Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the CompanyPatriot Co., and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective certificate articles of incorporation organization and by-laws in effect on the date hereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Essex County Gas Company)

Survival of Indemnification. To the fullest extent permitted not prohibited by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of the Company, CNG and its subsidiaries with respect to their activities as such prior to or at the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws or bylaws or indemnification agreements in effect on the date hereof, of such activities or otherwise in effect on the date hereof, shall survive the Second Merger and shall continue in full force and effect for a period of not less than six (6) years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Consolidated Natural Gas Co)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the CompanyCYBEX, Xxxxxxx and its subsidiaries their respective Subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its their respective certificate certificates of incorporation and by-laws in effect on the date hereofthereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Cybex International Inc)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the Company, Company and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective certificate articles of incorporation and by-laws in effect on the date hereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Etown Corp)

Survival of Indemnification. To the fullest extent --------------------------- permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of the Company, Company and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective the Company's certificate of incorporation and by-laws or bylaws, in effect on the date hereof, thereof or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Cuc International Inc /De/)

Survival of Indemnification. To the fullest extent permitted not prohibited by law, from and after the Effective Time, all rights to indemnification as of the date hereof now existing in favor of the employees, agents, directors and or officers of the Company, NSP and its NCE and their respective subsidiaries with respect to their activities as such prior to or at the Effective Time, as provided in its their respective certificate articles of incorporation and by-laws or bylaws or indemnification agreements in effect on the date hereof, of such activities or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (New Century Energies Inc)

Survival of Indemnification. To the fullest extent permitted not --------------------------- prohibited by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, directors and officers of the Company, and its subsidiaries with respect to EnzyMed in their activities capacities as such prior to the Effective Time, as provided in its respective certificate of incorporation and by-laws of EnzyMed in effect on the date hereof, or otherwise in effect on the date hereofthereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Timein accordance with their terms.

Appears in 1 contract

Samples: Merger Agreement (Albany Molecular Research Inc)

Survival of Indemnification. To the fullest extent permitted by law, from and after the Effective Time, all rights to indemnification as of the date hereof in favor of the employees, agents, trustees, directors and officers of the Company, and its subsidiaries with respect to their activities as such prior to the Effective Time, as provided in its respective certificate of incorporation charter document and by-laws in effect on the date hereof, or otherwise in effect on the date hereof, shall survive the Merger and shall continue in full force and effect for a period of not less than six years from the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Keyspan Corp)

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