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EXHIBIT 10.(vi)
INDEMNIFICATION AGREEMENT
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For good and valuable consideration, the receipt of which is hereby
acknowledged, including the willingness and commitment of the indemnitee
identified below to enter into and consummate that certain Agreement and Plan of
Reorganization dated as of September 20, 1995 between Viragen (Scotland)
Limited, Sector Associates Ltd. and Viragen, Inc., Xxxxxx Xxxxx, and any
affiliated company contemplated by that Subscription Agreement and Investment
Letter dated November 12, 1993 ("Indemnitor"), hereby indemnifies and hold
harmless Sector Associates Ltd., Inc., Viragen (Scotland) Limited and Viragen,
Inc. (collectively, the "Indemnitees") from and against any and all claims,
actions, causes of actions, judgments, liabilities, loss, damages, costs or
expenses of whatever kind or nature which may be made, asserted, assessed or
entered against any of the Indemnitees resulting from that certain litigation
pending in the Circuit Court of the Eleventh Judicial Circuit in Dade County,
Florida styled XXX X. XXXXX, XX. AS TRUSTEE OF THE XXX X. XXXXX, XX. TRUST
U/T/A/ 10/1/85 V. SECTOR ASSOCIATES LTD., INC. (Case No. 94-10389).
The Indemnification provided hereby is not intended to limit in any
way, the indemnification previously provided to Sector Associates Ltd., Inc.
pursuant to any prior agreement, commitment or arrangement, but is provided in
consideration for the consummation of the aforementioned Agreement and Plan of
Reorganization by Viragen (Scotland) Limited and Viragen, Inc. The indemnitor
represents that he has a new worth of in excess of $2,500,000.
Any further notices required to be provided to Sector Associates, Ltd. relating
to the aforementioned litigation shall be provided c/o Viragen, Inc., 0000 Xxxx
00xx Xxxxxx, Xxxxxxx, Xxxxxxx 00000, Attention: President.
IN WITNESS WHEREOF, the parties hereto have executed this
Indemnification Agreement this 20th day of October, 1995.
/s/ Xxxxxx Xxxxx
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XXXXXX XXXXX
SECTOR ASSOCIATES, LTD., INC. VIRAGEN (SCOTLAND) LIMITED
By: /s/ Xxxxxx Xxxxx By: /s/ Xxxxxx X. Xxxxxx
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Secretary/Treasurer/Director
