Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 129 contracts
Samples: Agreement and Plan of Merger (Synergy CHC Corp.), Indemnification Agreement (Health in Tech, Inc.), Indemnification Agreement (Bannix Acquisition Corp.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 96 contracts
Samples: Indemnity Agreement, Indemnity Agreement (Lifevantage Corp), Indemnity Agreement (Qualcomm Inc/De)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 37 contracts
Samples: Indemnity Agreement (Blum Holdings, Inc.), Indemnity Agreement (Blum Holdings, Inc.), Indemnity Agreement (Blum Holdings, Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 31 contracts
Samples: Indemnity Agreement (Adomani, Inc.), Form of Indemnification Agreement (Daegis Inc.), Indemnity Agreement (Active Network Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless Proceeding covered hereby without the prior written consent of the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 19 contracts
Samples: Form of Indemnification Agreement (Pioneer Power Solutions, Inc.), Employment and Non Competition Agreement (Pioneer Power Solutions, Inc.), Indemnification Agreement (Pioneer Power Solutions, Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing provides its prior written consent to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 18 contracts
Samples: Indemnification Agreement, Form of Indemnification Agreement (Pan American Goldfields LTD), Form of Indemnification Agreement (Axiom Oil & Gas Corp.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 15 contracts
Samples: Form of Indemnification Agreement (Bone Biologics Corp), Indemnification Agreement (GT Biopharma, Inc.), Indemnification Agreement (Lifevantage Corp)
Unauthorized Settlements. To indemnify the Indemnitee hereunder ------------------------ for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 14 contracts
Samples: Indemnity Agreement (Oni Systems Corp), Indemnity Agreement (Lexar Media Inc), Indemnity Agreement (Interwoven Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 13 contracts
Samples: Form of Indemnification Agreement (Kaixin Auto Holdings), Form of Indemnification Agreement (Hexindai Inc.), Form of Indemnification Agreement (Hexindai Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 13 contracts
Samples: Indemnification Agreement (Freightos LTD), Indemnification Agreement (ECP Environmental Growth Opportunities Corp.), Indemnification Agreement (CF Finance Acquisition Corp. III)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this ------------------------ Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 12 contracts
Samples: Indemnity Agreement (Salon Internet Inc), Indemnity Agreement (Valicert Inc), Indemnity Agreement (Power Integrations Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding or claim unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 11 contracts
Samples: Form of Indemnity Agreement (Marchex Inc), Limited Partnership Agreement (Premier, Inc.), Indemnification Agreement (Premier, Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; orwithheld or delayed.
Appears in 10 contracts
Samples: Employment Agreement (Immersion Corp), Indemnification Agreement (Knobias, Inc.), Indemnification Agreement (Knobias, Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 8 contracts
Samples: Indemnification Agreement (MINISO Group Holding LTD), Indemnification Agreement (Nobao Renewable Energy Holdings LTD), Shareholders Agreement (Nobao Renewable Energy Holdings LTD)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding Proceeding unless the Company expressly consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 8 contracts
Samples: Indemnity Agreement (Kendle International Inc), Indemnity Agreement (Kendle International Inc), Indemnity Agreement (Kendle International Inc)
Unauthorized Settlements. To indemnify the Indemnitee Indemnitees hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 7 contracts
Samples: Indemnification Agreement (Perfect Corp.), Series D Preferred Share Purchase Agreement (Momo Inc.), Share Purchase Agreement (Momo Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; orwithheld or delayed.
Appears in 6 contracts
Samples: Indemnification Agreement (Apac Customer Service Inc), Indemnification Agreement (Mayors Jewelers Inc/De), Indemnification Agreement (Exe Technologies Inc)
Unauthorized Settlements. To indemnify Indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 5 contracts
Samples: Indemnity Agreement (Cadence Design Systems Inc), Transition and Release Agreement (Cadence Design Systems Inc), Indemnity Agreement (Cadence Design Systems Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld, delayed or conditioned; or
Appears in 4 contracts
Samples: Indemnification Agreement (Sabre Corp), Indemnification Agreement (Sabre Corp), Indemnification Agreement (Sabre Corp)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheldwithheld or delayed; or
Appears in 4 contracts
Samples: Indemnity Agreement (Hanmi Financial Corp), Indemnity Agreement (Hanmi Financial Corp), Indemnity Agreement (Verigy Pte. Ltd.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless effected without the Company consents in advance in writing to Company's written consent, provided such settlement, which consent shall not be unreasonably withheld; or
Appears in 4 contracts
Samples: Indemnification Agreement (Orchids Paper Products CO /DE), Indemnification Agreement (Orchids Paper Products CO /DE), Indemnification Agreement (Build a Bear Workshop Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 4 contracts
Samples: Indemnity Agreement (Intuit Inc), Indemnity Agreement (Intuit Inc), Indemnity Agreement (Intuit Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Indemnification Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheldwithheld or delayed; or
Appears in 3 contracts
Samples: Indemnification Agreement (Collegiate Pacific Inc), Indemnification Agreement (Sport Supply Group, Inc.), Form of Indemnification Agreement (Collegiate Pacific Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld, conditioned or delayed; or
Appears in 3 contracts
Samples: Indemnity Agreement (Verisign Inc/Ca), Indemnity Agreement (North Bay Bancorp/Ca), Indemnity Agreement (North Bay Bancorp/Ca)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 3 contracts
Samples: Indemnification Agreement (Trident Digital Tech Holdings Ltd.), Form of Indemnification Agreement (Lixiang Education Holding Co . LTD), Form of Indemnification Agreement (SAMOYED HOLDING LTD)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless effected without the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheldCompany’s written consent; or
Appears in 3 contracts
Samples: Indemnification Agreement (Lionheart III Corp), Indemnification Agreement (Universal Technical Institute Inc), Indemnification Agreement (Furniture Brands International Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; orwithheld or delayed;
Appears in 3 contracts
Samples: Indemnification Agreement (Nextracker Inc.), Indemnification Agreement (Flextronics International Ltd.), Indemnification Agreement (Flextronics International Ltd.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless Proceeding covered hereby without the prior written consent of the Company consents in advance in writing to such settlement, which consent shall will not be unreasonably withheld; orwithheld provided that the Company’s consent is not required if the Company is refusing to indemnify or advance Expenses to Indemnitee.
Appears in 3 contracts
Samples: Indemnification Agreement (Skywest Inc), Indemnification Agreement (Skywest Inc), Indemnification Agreement (Skywest Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 3 contracts
Samples: Indemnity Agreement (Evans & Sutherland Computer Corp), Indemnification Agreement (Iec Electronics Corp), Indemnity Agreement (Zagg INC)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 3 contracts
Samples: Indemnity Agreement (Sunshine Silver Mining & Refining Corp), Indemnity Agreement (SUNSHINE SILVER MINES Corp), Indemnity Agreement (Allied Healthcare International Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under ------------------------ this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 3 contracts
Samples: Indemnity Agreement (Zhone Technologies Inc), Indemnity Agreement (DSP Technology Inc), Indemnity Agreement (PSW Technologies Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; orwithheld or delayed;
Appears in 3 contracts
Samples: Indemnification Agreement (Lumentum Holdings Inc.), Indemnification Agreement (Lumentum Holdings Inc.), Indemnification Agreement (JDS Uniphase Corp /Ca/)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 3 contracts
Samples: Indemnity Agreement (COUPONS.com Inc), Indemnity Agreement (Asthmatx Inc), Indemnity Agreement (Broncus Technologies Inc/Ca)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 3 contracts
Samples: Indemnity Agreement (New Frontier Media Inc), Indemnity Agreement (Regal Entertainment Group), Indemnity Agreement (Regal Entertainment Group)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any ------------------------ amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 3 contracts
Samples: Indemnity Agreement (Homestore Com Inc), Indemnity Agreement (Homestore Com Inc), Indemnity Agreement (Homestore Com Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 2 contracts
Samples: Indemnity Agreement (Chaparral Energy, Inc.), Indemnity Agreement (Chaparral Energy, Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or, conditioned or delayed;
Appears in 2 contracts
Samples: Indemnification Agreement (Novocure LTD), Indemnification Agreement (Novocure LTD)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such such, settlement, which consent shall not be unreasonably withheld; or.
Appears in 2 contracts
Samples: Indemnification Agreement (McAfee, Inc.), Indemnification Agreement (Networks Associates Inc/)
Unauthorized Settlements. To indemnify the Indemnitee hereunder ------------------------ under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 2 contracts
Samples: Indemnity Agreement (Agile Software Corp), Indemnity Agreement (Extricity Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder ------------------------ for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 2 contracts
Samples: Indemnity Agreement (Vitalstate Inc), Autoweb Com Inc
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 2 contracts
Samples: Indemnity Agreement (Natur International Corp.), Indemnity Agreement (Prandium Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless effected without the Company consents in advance in writing to Company’s written consent, provided such settlement, which consent shall not be unreasonably withheld; or
Appears in 2 contracts
Samples: Form of Indemnification Agreement (BioScrip, Inc.), Form of Indemnification Agreement (Gulfstream International Group Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder Indemnitees under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 2 contracts
Samples: Indemnity Agreement (Motorsport Games Inc.), Indemnity Agreement (iBio, Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid or payable in settlement of a proceeding unless when such settlement has been effected without the Company consents in advance in writing to Company’s written consent, provided such settlement, which consent shall is not be unreasonably withheld; or;
Appears in 2 contracts
Samples: Indemnification Agreement (Unique Fabricating, Inc.), Indemnification Agreement (BG Staffing, Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless effected without the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; orCompany’s prior written consent.
Appears in 2 contracts
Samples: Indemnification Agreement (Forestar Group Inc.), Indemnification Agreement (Forestar Group Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless Proceeding covered hereby without the Company consents in advance in writing prior written consent of the Corporation to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 2 contracts
Samples: Severance Agreement and General Release (Micro Warehouse Inc), ] Indemnification Agreement (Micro Warehouse Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 2 contracts
Samples: Indemnification Agreement (Cooper-Standard Holdings Inc.), Indemnification Agreement (Cooper-Standard Holdings Inc.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 1 contract
Samples: Indemnification Agreement (Micro Focus Group Public Limited Company)
Unauthorized Settlements. To to indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 1 contract
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding Proceeding or claim unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 1 contract
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this ------------------------ Agreement for any amounts paid in settlement of a proceeding unless Proceeding covered hereby without the prior written consent of the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 1 contract
Unauthorized Settlements. To indemnify the Indemnitee ------------------------ hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 1 contract
Samples: Indemnity Agreement (Onsale Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent approval shall not unreasonably be unreasonably withhelddenied; or
Appears in 1 contract
Samples: Indemnity Agreement (Alliance Semiconductor Corp/De/)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld, provided that the Company shall not unreasonably or in bad faith withhold consent and shall always keep the Indemnitee’s best interest in mind in settling any Proceeding; or
Appears in 1 contract
Unauthorized Settlements. To indemnify or provide contribution to the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 1 contract
Samples: Director and Officer Indemnification Agreement (Symetra Financial CORP)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Qualifying Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 1 contract
Samples: Director Indemnification Agreement (Bone Biologics, Corp.)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company Corporation consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 1 contract
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding Proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or;
Appears in 1 contract
Samples: Indemnity Agreement (Interwoven Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder for ------------------------ any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or
Appears in 1 contract
Unauthorized Settlements. To indemnify the Indemnitee hereunder for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheldwithheld or delayed; or
Appears in 1 contract
Samples: Indemnity Agreement (Formfactor Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under ------------------------ under this Agreement for any amounts paid in settlement of a proceeding unless any Proceeding covered hereby without the prior written consent of the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 1 contract
Samples: Indemnification Agreement (Hospitality Design & Supply Inc)
Unauthorized Settlements. To indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding Proceeding unless the Company Verigy US consents in advance in writing to such settlement, which consent shall not be unreasonably withheldwithheld or delayed; or
Appears in 1 contract
Samples: Indemnity Agreement (Verigy Ltd.)
Unauthorized Settlements. To to indemnify the Indemnitee hereunder under this Agreement for any amounts paid in settlement of a proceeding unless the Company consents in advance in writing to such settlement, which consent shall not be unreasonably withheld; or.
Appears in 1 contract
