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 1881 contracts
Samples: Indemnification Agreement (Synergy CHC Corp.), Indemnity Agreement (Vsee Health, Inc.), Indemnification Agreement (Thunder Power 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;
Appears in 1082 contracts
Samples: Form of Indemnity Agreement (Future Vision II Acquisition Corp.), Form of Indemnity Agreement (Bleichroeder Acquisition Corp. I), Indemnity Agreement (Tavia 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 583 contracts
Samples: Indemnification and Advancement Agreement (Seaport Entertainment Group Inc.), Indemnification and Advancement Agreement (Golden Arrow Merger Corp.), Indemnification Agreement (Solera 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), Form of 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 201 contracts
Samples: Indemnification Agreement (Ranger Energy Services, Inc.), Indemnification Agreement (Ranger Energy Services, Inc.), Indemnification Agreement (Atlas Energy Solutions 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 151 contracts
Samples: Indemnification Agreement (Cue Biopharma, Inc.), Indemnification Agreement (Oramed Pharmaceuticals Inc.), Indemnity Agreement (Parabellum Acquisition Corp.)
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 48 contracts
Samples: Form of Indemnification Agreement (YXT.COM GROUP HOLDING LTD), Form of Indemnification Agreement (XCHG LTD), Form of 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 44 contracts
Samples: Form of Indemnification and Advancement Agreement (Above Food Ingredients Inc.), Indemnification Agreement (Linkhome Holdings Inc.), Indemnification Agreement (Waldencast PLC)
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: Indemnity Agreement (Eucrates Biomedical Acquisition Corp.), Indemnity Agreement (Eucrates Biomedical Acquisition Corp.), Indemnity 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), Indemnity 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, Defense and Hold Harmless Agreement (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), Form of 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: Form of Indemnification Agreement (Wheeler Real Estate Investment Trust, Inc.), Indemnification Agreement (United Insurance Holdings Corp.), Form of Indemnity 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: Form of Indemnification Agreement (Nesco Holdings, Inc.), Indemnification Agreement (Sunnova Energy International Inc.), Indemnification Agreement (Sunnova Energy International 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 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: Indemnity Agreement (Hewlett Packard Co), Indemnification Agreement (Weatherford International Inc /New/), Indemnity Agreement (Altavista Co)
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 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: Indemnity Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnity Agreement (Brown & Sharpe Manufacturing Co /De/), Indemnity 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 Agreement (Stratagene Corp), Indemnification Agreement (Syntellect Inc), Indemnification Agreement (Syntellect 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), Stock Option Agreement (Thermo Electron Corp), Indemnification Agreement (Thermo Vision 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 12 contracts
Samples: Indemnity Agreement (Tengasco Inc), Indemnity Agreement (HighPeak Energy, Inc.), Indemnity Agreement (HighPeak Energy, 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.), Form of Indemnification Agreement (Vertex Energy Inc.), Form of 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 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: Indemnification Agreement (Medivation, Inc.), Indemnification Agreement (Medivation, Inc.), Indemnification Agreement (Medivation, 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 (Guilford Mills 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 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 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: Indemnity 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.), Form of Indemnification Agreement (Exterran Corp), Form of 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 (Lasermedics Inc), Agreement (Pfizer Inc), Indemnity Agreement (Allied Waste Industries 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 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 (Brownshire Holdings, Inc.), Indemnity Agreement (Allied Waste Industries Inc)
WHEREAS. the Board of Directors of the Company (the “Board”) has determined that the increased difficulty in attracting and retaining such persons individuals is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons individuals that there will be increased certainty of such protection in the future;
Appears in 6 contracts
Samples: Indemnification Agreement (PHH Corp), Form of Indemnification Agreement (PHH Corp), Indemnification Agreement (PHH Corp)
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.), Indemnity Agreement (Agiliti, Inc. \De)
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 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 (Hydrofarm Holdings Group, Inc.), Indemnification Agreement (CoreSite Realty Corp), Indemnification Agreement (Construction Partners, Inc.)
WHEREAS. the Board of Directors has determined that the increased difficulty in attracting inability to attract and retaining retain such persons is I detrimental to the best interests of the Company’s 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 5 contracts
Samples: Agreement (Aavid Thermal Technologies Inc), Agreement (Aavid Thermal Technologies Inc), Agreement (Aavid Thermal Technologies 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 5 contracts
Samples: Form of Indemnification Agreement (Qiniu Ltd.), Form of Indemnification Agreement (Auna S.A.A.), Form of Indemnification Agreement (Kingsoft Cloud 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 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 (K12 Inc), Indemnification Agreement (Isotis Inc), Indemnification Agreement (Peplin Inc)
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 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: Form of Indemnification Agreement (Elastic N.V.), Form of 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 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.), Investor Rights Agreement (KORE Group Holdings, Inc.), Indemnity Agreement (ARYA Sciences Acquisition Corp IV)
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 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 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), Indemnification Agreement (Aurora Acquisition Corp.), Indemnification Agreement (Aurora 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 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 '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: Form of 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 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.), Registration Rights Agreement (Global Crossing Airlines Group Inc.)
WHEREAS. the Board of Directors 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: Form of Indemnification Agreement (Civitas Therapeutics, Inc.), Indemnification Agreement (Civitas Therapeutics, Inc.), Form of Indemnification Agreement (Acco Brands 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 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.), Indemnity Agreement (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 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: Indemnity 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 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 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’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 and Advancement Agreement (System1, Inc.), Indemnification and Advancement Agreement (System1, Inc.)
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: Form of Indemnification Agreement (Ollie's Bargain Outlet Holdings, Inc.), Form of 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;future; US-DOCS\127251117.4
Appears in 2 contracts
Samples: Indemnity 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 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: Director Indemnification Agreement (First Aviation Services Inc), Indemnification Agreement (First Aviation Services 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: Form of Director Indemnification Agreement (Prosensa Holding N.V.), Form of 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 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/), Form of Indemnification Agreement (Aeroflex Holding Corp.)
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 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: Indemnity Agreement (Fresh Tracks Therapeutics, Inc.), Indemnity Agreement (Brickell Biotech, Inc.)
WHEREAS. the Board of Directors 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 2 contracts
Samples: Indemnification Agreement (Cellular Dynamics International, Inc.), Indemnification Agreement (Cellular Dynamics International, Inc.)
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 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 (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 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 (ION Acquisition Corp 2 Ltd.), Indemnity Agreement (ION Acquisition Corp 1 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 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 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: Form of Indemnification Agreement (Warby Parker Inc.), Form of 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 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 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 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’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 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 the 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 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 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 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;future; and
Appears in 1 contract
Samples: Form of Indemnification Agreement (E2open Parent 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 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 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
Samples: Indemnity Agreement (Everest Consolidator 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 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 Company and its stockholders and that the Company should act to assure such persons that there will be increased certainty with respect to the Indemnitee’s rights to indemnification and advancement of such protection in the futureexpenses;
Appears in 1 contract
Samples: Indemnification and Advancement Agreement (Playtika Holding Corp.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such persons qualified and competent officers and directors 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 1 contract
Samples: Indemnification Agreement (Preferred Apartment Communities 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;; [●] Indemnification Agreement
Appears in 1 contract
Samples: Indemnification Agreement (Northern Star Acquisition 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, the Company’s stockholders and the Company’s businesses and operations 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 (Vca 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 interest 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
Samples: Indemnification Agreement (Future Education Group Inc.)
WHEREAS. the Board has determined that the increased difficulty in attracting and retaining such highly competent persons to serve on the Board or as officers of the Company 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
Samples: Form of Indemnification Agreement (Ingram Micro 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;. EXHIBITS TO TRANSUNION MAJOR STOCKHOLDERS’ AGREEMENT
Appears in 1 contract
Samples: Joinder Agreement (TransUnion)
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: Form of 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 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 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 futurefuture and;
Appears in 1 contract
Samples: Indemnification and Advancement Agreement (Terns 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 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 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 directors and officers 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 1 contract
Samples: Form of Indemnification Agreement (White Electronic Designs 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 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 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: Form of Indemnification Agreement (American Management Systems Inc)
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
Samples: 1indemnity Agreement (Six Flags Entertainment 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;; Hims & Hers Health, Inc. Indemnification Agreement
Appears in 1 contract
Samples: Indemnification Agreement (Oaktree 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 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 1 contract
Samples: Indemnity 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 shall be increased certainty of such protection in the future;
Appears in 1 contract
Samples: Form of Indemnification and Advancement Agreement (Abacus Life, Inc.)
