Advancement and Indemnification Rights Agreement Sample Contracts

December 16, 2009 Axcan Holdings Inc. Mont-Saint-Hilaire, QC J3H 6C4 Re: Advancement and Indemnification Rights In light of recent court decisions concerning the rights of corporate directors and officers (including directors designated by sponsor...
Advancement and Indemnification Rights Agreement • December 17th, 2009 • Axcan Intermediate Holdings Inc. • Pharmaceutical preparations

This Agreement clarifies certain rights of (i) TPG, (ii) any TPG Affiliate or other persons or entities providing management, advisory, consulting or other services at the direction or request of TPG or any TPG Affiliate to or for the benefit of the Company or any successors or direct or indirect parents or subsidiaries of the Company (collectively, "Axcan Companies") (iii) any Fund; (iv) any persons designated by TPG, any TPG Affiliate or any Fund to serve as a director, officer, board observer, partner, trustee, fiduciary, manager, employee, agent or functional or foreign equivalent of the foregoing, of or to any of the Axcan Companies or of or to any partnership or joint venture of which any Axcan Company is a partner or member (collectively, the "TPG Designees"); and (v) any direct or indirect partners (including general partners), shareholders, members (including managing members), controlling persons, directors, officers, fiduciaries, managers, employees and agents of each of the

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In light of recent court decisions concerning the rights of corporate directors and officers (including directors designated by sponsor shareholder investors) to advancement of expenses and indemnification, Limited Brands, Inc. (“Limited Brands”) and...
Advancement and Indemnification Rights Agreement • April 30th, 2010 • Express Parent LLC • Retail-apparel & accessory stores

This agreement clarifies certain rights of Limited Brands with respect to any persons designated by Limited Brands or any Limited Brands Affiliate to serve as a director, officer, board observer, partner, trustee, fiduciary, manager, employee, agent, consultant or advisor, or functional or foreign equivalent of the foregoing, of or to any of the Company or successors or direct or indirect parents or subsidiaries of the Company (individually, including the Company, an “Express Company,” and collectively, including the Company, the “Express Companies”) or of or to any partnership or joint venture of which any Express Company is a partner or member (collectively, the “Limited Brands Designees” and collectively referred to as the “Indemnitees,” and individually as an “Indemnitee”), whether such right exists pursuant to any Organizational Document or any other agreement or document.

In light of recent court decisions concerning the rights of corporate directors and officers (including directors designated by sponsor shareholder investors) to advancement of expenses and indemnification, HM Capital Partners LLC (“HM Capital”) and...
Advancement and Indemnification Rights Agreement • January 27th, 2010 • Berliner Communications Inc • Radiotelephone communications

This Agreement clarifies certain rights of (i) HM Capital; (ii) any HM Capital Affiliate or other persons or entities providing management, advisory, consulting or other services at the direction or request of HM Capital or any HM Capital Affiliate to or for the benefit of the Company or any successors or direct or indirect parents or subsidiaries of the Company (individually, including the Company, a “Berliner Company,” and collectively, including the Company, the “Berliner Companies”); (iii) any Fund; (iv) any persons designated by HM Capital, any HM Capital Affiliate or any Fund to serve as a director, officer, board observer, partner, trustee, fiduciary, manager, employee, agent, consultant or advisor, or functional or foreign equivalent of the foregoing, of or to any of the Berliner Companies or of or to any partnership or joint venture of which any Berliner Company is a partner or member (collectively, the “HM Capital Designees”); and (v) any direct or indirect partners (includin

In light of recent court decisions concerning the rights of corporate directors and officers (including directors designated by sponsor shareholder investors) to advancement of expenses and indemnification, Golden Gate Private Equity, Inc. (“Golden...
Advancement and Indemnification Rights Agreement • December 29th, 2011 • U.S. Silica Holdings, Inc. • Mining & quarrying of nonmetallic minerals (no fuels)

This Agreement clarifies certain rights of (i) Golden Gate; (ii) any Golden Gate Affiliate or other persons or entities providing management, advisory, consulting or other services at the direction or request of Golden Gate or any Golden Gate Affiliate to or for the benefit of the Company or any successors or direct or indirect parents or subsidiaries of the Company (individually, including the Company, a “U.S. Silica Company,” and collectively, including the Company, the “U.S. Silica Companies”); (iii) any Fund; (iv) any persons designated by Golden Gate, any Golden Gate Affiliate or any Fund to serve as a director, officer, board observer, partner, trustee, fiduciary, manager, employee, agent, consultant or advisor, or functional or foreign equivalent of the foregoing, of or to any of the U.S. Silica Companies or of or to any partnership or joint venture of which any U.S. Silica Company is a partner or member (collectively, the “Golden Gate Designees”); and (v) any direct or indirect

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