D&O Indemnification Agreement definition

D&O Indemnification Agreement has the meaning set forth in Section 5.02(f)(ii).
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D&O Indemnification Agreement is defined in Section 6.10(b).
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D&O Indemnification Agreement means each director and officer indemnification agreement to the extent in effect as of the date hereof and as set forth on the “D&O Indemnification Agreement Schedule.”
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Examples of D&O Indemnification Agreement in a sentence

  • The terms of Chemours executive D&O Indemnification Agreement are incorporated by reference herein, and shall apply to CONSULTANT to Services specifically requested and authorized under this Agreement.

  • Under separate cover, you will receive a D&O Indemnification Agreement.

  • Each member of the New Board shall be entitled to execute a D&O Indemnification Agreement.

  • This Agreement (together with the Employee Invention Assignment and Confidentiality Agreement, the D&O Indemnification Agreement (if any) and the Plan, any successor equity incentive plan and any equity award agreement issued thereunder) represents the entire agreement between you and the Company with respect to the material terms and conditions of your employment, and supersedes and replaces all prior discussions, negotiations and agreements.

  • This Agreement, together with the Confidential Information Agreement, the D&O Indemnification Agreement and the option agreements previously entered into between the Executive and the Company, represents the entire agreement and understanding between the parties as to the subject matter herein and supersedes all prior or contemporaneous agreements whether written or oral.

  • This offer letter (together with the Employee Invention Assignment and Confidentiality Agreement, the D&O Indemnification Agreement, and the Company’s 2005 Equity Incentive Plan and any stock option agreement issued thereunder) represents the entire agreement between you and the Company with respect to the material terms and conditions of your employment, and supersedes and replaces all prior discussions, negotiations and agreements.

  • The D&O Indemnification Agreement most recently signed at the time of this consulting agreement between E Xxxxx Xxxxx and Chemours, is incorporated by reference herein, and shall apply to Services specifically requested and authorized under this Agreement.

  • Each new Board member shall be entitled to execute a D&O Indemnification Agreement in form reasonably acceptable to such member and DBSD upon his or her appointment.

  • This offer letter (together with the Employee Invention Assignment and Confidentiality Agreement, the D&O Indemnification Agreement, if any, and the Company’s 2005 Equity Incentive Plan, any successor equity incentive plan and any equity award agreement issued thereunder) represents the entire agreement between you and the Company with respect to the material terms and conditions of your employment, and supersedes and replaces all prior discussions, negotiations and agreements.

  • For the avoidance of doubt, should defense or indemnification of Executive become an issue, if there is any conflict between this Employment Agreement, the Support Agreement and the D&O Indemnification Agreement, that document or provision that provides the greatest protection to Executive shall prevail and be the operative agreement or provision.


More Definitions of D&O Indemnification Agreement

D&O Indemnification Agreement shall have the meaning set forth in Section 3.3(h).
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D&O Indemnification Agreement has the meaning set forth in Section 10.3(a)
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D&O Indemnification Agreement means any agreement providing indemnification, a copy of which has been provided prior to the date hereof to the Buyer and specifically listed on Schedule 3.10.13.
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D&O Indemnification Agreement means any agreement other than this Agreement entered into or to be entered into between Indemnitor and the Company. Environmental Laws: includes, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act, as amended, 42 U.S.C. Section 9601, et seq., the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., the Clean Air Act, 42 U.S.C. Section 7401, et seq., the Clean Water Act, 33 U.S.C. Section 1251, et seq., and the Occupational Safety and Health Act, 29 U.S.C. Section 651, et seq., as any of the preceding have been amended prior to the Effective Date, and any other federal, state, or local law, ordinance, regulation, rule, order, decision, common law principle or permit regulating Hazardous Substances or otherwise relating to the protection of human health or natural resources from environmental effects of Hazardous Substances and which are applicable to any Formation Entity or the Property.
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Related to D&O Indemnification Agreement

  • Indemnification Agreements shall have the meaning set forth in Section 6.01(a).

  • Indemnification Agreement shall have the meaning set forth in Article XVII.

  • Indemnification Provisions means each of the Debtors’ indemnification provisions currently in place whether in the Debtors’ bylaws, certificates of incorporation, other formation documents, board resolutions, or contracts for the current and former directors, officers, managers, employees, attorneys, other professionals, and agents of the Debtors and such current and former directors’, officers’, and managers’ respective Affiliates.

  • Indemnification Cap has the meaning set forth in Section 9.4(a).

  • Indemnification Escrow Agreement means an agreement in substantially the form attached hereto as Exhibit B, between the Escrow Participant, the Escrow Agent and the Purchaser with respect to the Indemnification Escrow Shares to reflect the terms set forth in Section 10.3.

  • Indemnification Period means the period of time during which Indemnitee shall continue to serve as a director or as an officer of the Corporation, and thereafter so long as Indemnitee shall be subject to any possible Proceeding arising out of acts or omissions of Indemnitee as a director or as an officer of the Corporation.

  • Indemnification Notice has the meaning set forth in Section 11.3(a).

  • Indemnification Obligation means any existing or future obligation of any Debtor to indemnify current and former directors, officers, members, managers, sponsors, agents or employees of any of the Debtors who served in such capacity, with respect to or based upon such service or any act or omission taken or not taken in any of such capacities, or for or on behalf of any Debtor, whether pursuant to agreement, letters, the Debtors’ respective memoranda, articles or certificates of incorporation, corporate charters, bylaws, operating agreements, limited liability company agreements, or similar corporate or organizational documents or other applicable contract or law in effect as of the Effective Date.

  • D&O Indemnified Parties shall have the meaning set forth in Section 6.6(a).

  • Indemnification means an agreement of indemnity or a release from liability where the intent or effect is to shift or limit in any manner the potential liability of the person or firm for failure to adhere to applicable auditing or professional standards, whether or not resulting in part from knowing of other misrepresentations made by the insurer or its representatives.

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, members, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors.

  • Indemnification Claim has the meaning set forth in Section 8.4(a).

  • D&O Indemnified Party has the meaning set forth in Section 5.8(a).

  • Indemnification Event means any event, action, proceeding or claim for which a Person is entitled to indemnification under this Agreement.

  • Indemnification Expenses shall have the meaning set forth in Section 6.11(a).

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Indemnification Threshold has the meaning set forth in Section 11.5.

  • Exculpation means the exculpation provision set forth in Article X.D hereof.

  • Expense Agreement means the Agreement as to Expenses and Liabilities between the Depositor and the Trust, substantially in the form attached as Exhibit D, as amended from time to time.

  • Company Indemnified Party has meaning set forth in Section 8(b) hereof.

  • Separation Agreement has the meaning set forth in the recitals to this Agreement.

  • Company Indemnitee has the meaning set forth in Section 7.2(b).

  • Related Indemnified Person of an indemnified person means (a) any controlling person or controlled affiliate of such indemnified person, (b) the respective directors, officers, or employees of such indemnified person or any of its controlling persons or controlled affiliates and (c) the respective agents of such indemnified person or any of its controlling persons or controlled affiliates, in the case of this clause (c), acting at the instructions of such indemnified person, controlling person or such controlled affiliate; provided that each reference to a controlled affiliate or controlling person in this sentence pertains to a controlled affiliate or controlling person involved in the negotiation or syndication of this Agreement and the Term Loans.

  • Noncompetition Agreement shall have the meaning set forth in Section 5.9 of this Agreement.