Former Director or Officer

Former Director or Officer. Means, with respect to a determination contemplated by this Agreement made following a Change in Control, a Person who was a member of the Company's board of directors or an executive officer of the Company immediately prior to such Change in Control but who is no longer serving on the Company's board of directors or as an officer of the Company as of the time of such determination. An "Indemnification Event" shall be deemed to have occurred if Indemnitee was, is or becomes, or is threatened to... be made, a party to or witness or other participant in, or was, is or becomes obligated to furnish or furnishes documents in response to a subpoena or otherwise in connection with, any Proceeding by reason of the fact that Indemnitee is, was or may be deemed a shareholder, member, partner, director, officer, employee, controlling person, agent or fiduciary of any Covered Entity, or by reason of any action or inaction on the part of Indemnitee while serving in any such capacity (including, without limitation, rendering any written statement that is a Required Statement or is made to another officer or employee of the Covered Entity to support a Required Statement). View More

Former Director or Officer. A Person who was a member of the Board or an executive officer of the Company but who is no longer serving on the Board or as an executive officer of the Company as of the time of such determination