WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 1893 contracts
Samples: Indemnification Agreement (Channel Therapeutics Corp), Indemnity Agreement (Baird Medical Investment Holdings LTD), Indemnification Agreement (ContextLogic Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 1130 contracts
Samples: Director Indemnification Agreement (IGTA Merger Sub LTD), Indemnity Agreement (Range Capital Acquisition Corp.), Indemnification Agreement (Mountain Lake Acquisition Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 600 contracts
Samples: Indemnification Agreement (ServiceTitan, Inc.), Indemnification Agreement (Primo Brands Corp), Indemnification Agreement (Clean Energy Fuels Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 252 contracts
Samples: Indemnity Agreement (Six Flags Entertainment Corporation/New), Indemnification Agreement (ZEEKR Intelligent Technology Holding LTD), Indemnity Agreement (Quetta Acquisition Corp)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 202 contracts
Samples: Indemnification Agreement (ProFrac Holding Corp.), Indemnification Agreement (Ranger Energy Services, Inc.), Indemnification Agreement (Ranger Energy Services, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 152 contracts
Samples: Indemnification Agreement (Camp4 Therapeutics Corp), Indemnification Agreement (Cue Biopharma, Inc.), Indemnification Agreement (Oramed Pharmaceuticals Inc.)
WHEREAS. the Board of Directors of the Corporation (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Corporation and its stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 101 contracts
Samples: Indemnification Agreement (Via Renewables, Inc.), Indemnification Agreement (Ramaco Resources, Inc.), Indemnification Agreement (Ramaco Resources, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 49 contracts
Samples: Indemnification Agreement (YXT.COM GROUP HOLDING LTD), Indemnification Agreement (XCHG LTD), Indemnification Agreement (Amer Sports, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders Company and its shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 45 contracts
Samples: Deed of Indemnification and Advancement (Heramba Electric PLC), Indemnification & Liability (Above Food Ingredients Inc.), Indemnification Agreement (Linkhome Holdings Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 36 contracts
Samples: Indemnification Agreement (Eucrates Biomedical Acquisition Corp.), Indemnification Agreement (Eucrates Biomedical Acquisition Corp.), Indemnification Agreement (Eucrates Biomedical Acquisition Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders Company and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 29 contracts
Samples: Indemnification Agreement (Viper Energy, Inc.), Indemnification Agreement (Kimco Realty OP, LLC), Indemnity Agreement (Portage Fintech Acquisition Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 29 contracts
Samples: Indemnification Agreement (Dgse Companies Inc), Indemnification Agreement (Camp Nine, Inc.), Indemnification Agreement (United Insurance Holdings Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 25 contracts
Samples: Indemnity Agreement (Tegal Corp /De/), Indemnity Agreement (Mattson Technology Inc), Indemnification Agreement (National Energy Resources Acquisition CO)
WHEREAS. the Board of Directors of the Company has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 23 contracts
Samples: Indemnification Agreement (H/Cell Energy Corp), Indemnification & Liability (WPCS International Inc), Indemnification Agreement (Tonix Pharmaceuticals Holding Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting an inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s stockholders Company and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 22 contracts
Samples: Deed of Indemnification (Weatherford International PLC), Deed of Indemnification (Weatherford International LTD), Indemnification Agreement (TCP International Holdings Ltd.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 21 contracts
Samples: Indemnification Agreement (Wheeler Real Estate Investment Trust, Inc.), Indemnification Agreement (United Insurance Holdings Corp.), Indemnification Agreement (Neurotrope, Inc.)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders Company and its shareholders, and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 18 contracts
Samples: Indemnification Agreement (Nesco Holdings, Inc.), Indemnification Agreement (Sunnova Energy International Inc.), Indemnification Agreement (Sunnova Energy International Inc.)
WHEREAS. the Board board of directors of the Company (the “Board”) has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s stockholders shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 17 contracts
Samples: Indemnification Agreement (Healthy Choice Wellness Corp.), Indemnification Agreement (Vado Corp.), Indemnification Agreement (Vado Corp.)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 17 contracts
Samples: Indemnification Agreement (Akoustis Technologies, Inc.), Indemnification Agreement (Acacia Research Corp), Indemnification Agreement (Vince Holding Corp.)
WHEREAS. the Board of Directors has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 17 contracts
Samples: Indemnification Agreement (Hewlett Packard Co), Indemnification Agreement (Weatherford International Inc /New/), Indemnification Agreement (Altavista Co)
WHEREAS. the Board of Directors of the Company has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 15 contracts
Samples: Indemnification Agreement, Indemnification Agreement (Lydall Inc /De/), Indemnification Agreement (Colgate Palmolive Co)
WHEREAS. the Board of Directors of the Company (the "Board") has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders 's shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and,
Appears in 15 contracts
Samples: Indemnification Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnification Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnification Agreement (Brown & Sharpe Manufacturing Co /De/)
WHEREAS. the Board of Directors of the Company (the "Board") has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 14 contracts
Samples: Indemnification & Liability (Midcoast Energy Resources Inc), Indemnification Agreement (Midcoast Energy Resources Inc), Indemnification Agreement (Midcoast Energy Resources Inc)
WHEREAS. the Board of Directors of the Company (the "Board") has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 13 contracts
Samples: Employment Agreement (Thermo Electron Corp), Employment Agreement (Thermo Electron Corp), Indemnification Agreement (Thermo Vision Corp)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such highly competent persons is detrimental to the best interests of the Company’s Corporation and its stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the futureCorporation;
Appears in 13 contracts
Samples: Indemnification Agreement (OptiNose, Inc.), Indemnification Agreement (OptiNose, Inc.), Indemnification Agreement (OptiNose, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 12 contracts
Samples: Indemnity Agreement (Tengasco Inc), Indemnification Agreement (HighPeak Energy, Inc.), Indemnification Agreement (HighPeak Energy, Inc.)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders investors and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 11 contracts
Samples: Separation Agreement (Medivation, Inc.), Transition and Separation Agreement (Medivation, Inc.), Indemnification Agreement (Medivation, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;future;
Appears in 11 contracts
Samples: Indemnity Agreement (Unifund Financial Technologies, Inc.), Indemnification Agreement (Vertex Energy Inc.), Indemnification Agreement (New Duke Holdco, Inc.)
WHEREAS. the Board of Directors of the Company (the "Board") has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 9 contracts
Samples: Indemnification Agreement (Verint Systems Inc), Indemnification Agreement (At Home Corp), Indemnification Agreement (At Home Corp)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders 's shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 8 contracts
Samples: Indemnification Agreement (Athena Bitcoin Global), Indemnification Agreement (Athena Bitcoin Global), Indemnification Agreement (Athena Bitcoin Global)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Corporation and its stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 8 contracts
Samples: Director Indemnification Agreement (Cboe Global Markets, Inc.), Indemnification Agreement (Andeavor), Director Indemnification Agreement (CBOE Holdings, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;future;
Appears in 8 contracts
Samples: Indemnification Agreement (Black Spade Acquisition II Co), Indemnity Agreement (Black Spade Acquisition II Co), Indemnification Agreement (Black Spade Acquisition II Co)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 8 contracts
Samples: Indemnification Agreement (Blue Bird Corp), Indemnification Agreement (TS Innovation Acquisitions Corp.), Indemnity Agreement (Blue Bird Corp)
WHEREAS. the Board of Directors has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 8 contracts
Samples: Support Agreement (Devry Education Group Inc.), Indemnification Agreement (Exterran Corp), Indemnification Agreement (Archrock, Inc.)
WHEREAS. the Board of Directors of the Company (the "Board") has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 8 contracts
Samples: Indemnification Agreement (Pfizer Inc), Indemnification Agreement (Pfizer Inc), Indemnification Agreement (Lasermedics Inc)
WHEREAS. the Board of Directors of the Company has determined that the increased difficulty difficulties in attracting and retaining such persons is are detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 7 contracts
Samples: Indemnification Agreement (Global Technologies LTD), Indemnification Agreement (Eightco Holdings Inc.), Indemnification Agreement (Global Technologies LTD)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 6 contracts
Samples: Indemnification Agreement (Medistem Laboratories, Inc.), Indemnification Agreement (Medistem Laboratories, Inc.), Indemnity Agreement (Allied Waste Industries Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons qualified individuals to serve as directors and officers is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 6 contracts
Samples: Indemnification Agreement (ProPetro Holding Corp.), Indemnification Agreement (ProPetro Holding Corp.), Indemnification Agreement (Agiliti, Inc. \De)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 4 contracts
Samples: Indemnification Agreement (Better Home & Finance Holding Co), Employment Agreement (Aurora Acquisition Corp.), Indemnification Agreement (Aurora Acquisition Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons qualified individuals is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 4 contracts
Samples: Indemnification Agreement (Paratek Pharmaceuticals, Inc.), Indemnification Agreement (Tetralogic Pharmaceuticals Corp), Indemnification Agreement (Paratek Pharmaceuticals, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting an inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s stockholders Company and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;,
Appears in 4 contracts
Samples: Indemnification Agreement (Auris Medical Holding Ltd.), Indemnification Agreement (Liberty Latin America Ltd.), Indemnification Agreement (Multi Packaging Solutions International LTD)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the CompanyCorporation’s stockholders shareholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 4 contracts
Samples: Indemnification Agreement (Adven Inc.), Investment Agreement (KORE Group Holdings, Inc.), Indemnification Agreement (ARYA Sciences Acquisition Corp IV)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders investors and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 4 contracts
Samples: Indemnification Agreement (Peplin Inc), Indemnification Agreement (Peplin Inc), Indemnification Agreement (Isotis Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and other stakeholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 4 contracts
Samples: Indemnification Agreement (Elastic N.V.), Indemnification Agreement (AVAST Software B.V.), Indemnification Agreement (Sensata Technologies Holding B.V.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders Company and its stockholders, and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 4 contracts
Samples: Indemnification Agreement (Sequoia Vaccines, Inc.), Indemnification Agreement (Forian Inc.), Indemnification Agreement (Immunome Inc.)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 3 contracts
Samples: Indemnification Agreement (Orthovita Inc), Indemnification Agreement (Closure Medical Corp), Employment Agreement (Thermo Fisher Scientific Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such of those persons who in light of their position with the Company are at an increased risk, that there will be increased certainty of such protection in the future;
Appears in 3 contracts
Samples: Indemnification Agreement (CNS Response, Inc.), Indemnification Agreement (NeoStem, Inc.), Indemnification Agreement (NeoStem, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders shareholders of the Company and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 3 contracts
Samples: Indemnification Agreement (Baozun Inc.), Share Purchase Agreement (Visionchina Media Inc.), Share Purchase Agreement (Visionchina Media Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders stakeholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 3 contracts
Samples: Indemnification Agreement (Global Crossing Airlines Group Inc.), Nomination Rights Agreement (Global Crossing Airlines Group Inc.), Securities Purchase Agreement (Global Crossing Airlines Group Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there thise will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Officer Retainer Agreement (Kronos Advanced Technologies Inc), Officer Retainer Agreement (Kronos Advanced Technologies Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons directors and officers is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Ferguson Enterprises Inc. /DE/), Indemnification Agreement (Aeroflex Holding Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders Company and its members and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Tesoro Logistics Lp), Indemnification Agreement (QEP Midstream Partners, LP)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;future; US-DOCS\127251117.4
Appears in 2 contracts
Samples: Indemnification Agreement (VMG Consumer Acquisition Corp.), Indemnity Agreement (VMG Consumer Acquisition Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the CompanyCorporation’s stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 2 contracts
Samples: Indemnity Agreement (Acxiom Corp), Indemnity Agreement (Acxiom Corp)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company, its stockholders and those materially affected by the Company’s stockholders conduct and its public benefit and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Warby Parker Inc.), Indemnification Agreement (Warby Parker Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be of increased certainty of such protection in the future;indemnification protections; and
Appears in 2 contracts
Samples: Indemnification Agreement (Ameriprise Financial Inc), Indemnification Agreement (Ameriprise Financial Inc)
WHEREAS. the Board of each Company has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders of Parent and that the Company Companies should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Horizon Lines, Inc.), Indemnification Agreement (Horizon Lines, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;;
Appears in 2 contracts
Samples: Indemnity Agreement (Nu Ride Inc.), Indemnification & Liability (Future Health ESG Corp.)
WHEREAS. the Board of the Company has determined that the increased difficulty in attracting and retaining such qualified persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection the protections described above now and in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Fresh Tracks Therapeutics, Inc.), Indemnification Agreement (Brickell Biotech, Inc.)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 2 contracts
Samples: Indemnification Agreement (Pantry Inc), Indemnification Agreement (Houston Exploration Co)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the CompanyCorporation’s stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnity Agreement (Alpha Healthcare Acquisition Corp Iii), Indemnity Agreement (Amicus Therapeutics, Inc.)
WHEREAS. the Supervisory Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and other stakeholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Director Indemnification Agreement (Prosensa Holding N.V.), Director Indemnification Agreement (Prosensa Holding B.V.)
WHEREAS. the Board has determined that the increased difficulty in attracting and and/or retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Liposcience Inc), Indemnification Agreement (Liposcience Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons persons, including in respect of the U.S. Listing, is detrimental to the best interests of the Company’s stockholders Company and its shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (IDEX Biometrics ASA), Indemnification Agreement
WHEREAS. the Board has determined that the increased difficulty in attracting an inability to attract and retaining retain such persons is detrimental to the best interests of the Company’s stockholders Group Companies and that the Company should act to assure such persons that there will be increased certainty of such reasonable protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Max Capital Group Ltd.), Indemnification Agreement (Max Capital Group Ltd.)
WHEREAS. the Board (as defined below) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (International Money Express, Inc.), Indemnification Agreement (International Money Express, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons directors is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (SPS Commerce Inc), Indemnification Agreement (SPS Commerce Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such qualified persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 2 contracts
Samples: Indemnification Agreement (First Aviation Services Inc), Director Indemnification Agreement (First Aviation Services Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders shareholders and that the Company should act try to assure such persons that there will be increased certainty of such protection in the futureprovide enhanced protections to attract suitably-qualified individuals to fill director and officer roles;
Appears in 2 contracts
Samples: Indemnification Agreement (ALSP Orchid Acquisition Corp I), Indemnity Agreement (ALSP Orchid Acquisition Corp I)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders 's stockholders, and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (AgileThought, Inc.), Indemnification & Liability (BTRS Holdings Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders Company and its stockholders, and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (System1, Inc.), Indemnification Agreement (System1, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders 's shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Fortune Nickel & Gold Inc), Indemnification Agreement (Hunter Maritime Acquisition Corp.)
WHEREAS. the Board has Boards have determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the each Company’s stockholders and that the Company Companies should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Ollie's Bargain Outlet Holdings, Inc.), Indemnification Agreement (Ollie's Bargain Outlet Holdings, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (ION Acquisition Corp 2 Ltd.), Indemnification Agreement (ION Acquisition Corp 1 Ltd.)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 2 contracts
Samples: Indemnification Agreement (Igi Inc), Indemnification Agreement (Igi Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; ActiveUS 501426340v.2
Appears in 1 contract
Samples: Indemnification Agreement (Idera Pharmaceuticals, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that it is advisable and in the best interests of the Company should act and its stockholders for the Board to take action to assure such persons that there will be increased certainty of such protection in against the futurerisk of personal liability arising out of actions or omissions relating to their service to, or at the request of, the Company;
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Corporation's stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 1 contract
Samples: Indemnification Agreement (American Management Systems Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders members and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 1 contract
Samples: Indemnification Agreement (Century Therapeutics, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of protection of such protection persons against monetary liability for their actions as directors and officers in the future;; and
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;future;
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders shareholders and other stakeholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; [●] Indemnification Agreement
Appears in 1 contract
Samples: Indemnification Agreement (Northern Star Acquisition Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such qualified persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such qualified persons that there will be increased certainty of such protection in the future;; and
Appears in 1 contract
Samples: Indemnification Agreement (Unique Casual Restaurants Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons to serve as directors and officers of the Company and its subsidiaries is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 1 contract
Samples: Indemnification Agreement (Readers Digest Association Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such indemnity protection in the future;; and
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining highly qualified persons such persons as Indemnitee is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; [and]
Appears in 1 contract
Samples: Indemnification Agreement (Ardent Health Partners, LLC)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;indemnification protection; and
Appears in 1 contract
Samples: Indemnification Agreement (Emisphere Technologies Inc)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders 's investors and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 1 contract
Samples: Indemnification Agreement (Skilled Healthcare Group, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such certain persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such certain persons that there will be increased certainty of such protection in the future;.
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests interest of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 1 contract
WHEREAS. the 1the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such reasonable protection in the future;.
Appears in 1 contract
Samples: Indemnification Agreement (Rf Monolithics Inc /De/)
WHEREAS. the Board of Directors of the Corporation (the “Board”) has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the CompanyCorporation’s stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 1 contract
Samples: Indemnification Agreement (Smile Brands Group Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company and the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons Persons is detrimental to the best interests of the Company’s 's stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; and
Appears in 1 contract
Samples: Consulting Agreement (Varlen Corp)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company and the Company’s stockholders shareholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;
Appears in 1 contract
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Corporation and its stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the futurefuture and attempt to maintain on an ongoing basis, at its sole expense, liability insurance to protect persons serving the Corporation from certain liabilities;
Appears in 1 contract
Samples: Indemnification Agreement (Chefs' Warehouse Holdings, LLC)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future;; Theseus Pharmaceuticals, Inc. Indemnification Agreement
Appears in 1 contract
Samples: Indemnification Agreement (Theseus Pharmaceuticals, Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s Corporation's stockholders and that the Company Corporation should act to assure such persons that there will be increased certainty of such protection in the future;.
Appears in 1 contract
Samples: Indemnity Agreement (Acxiom Corp)
