Indemnifiable Event

Example Definitions of "Indemnifiable Event"
Indemnifiable Event. Any event or occurrence related to the fact that Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust or other enterprise, or by reason of anything done or not done by Indemnitee in any such capacity.
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Indemnifiable Event. Any Shall mean any event or occurrence related to the fact that Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company, or any subsidiary of the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust or other enterprise, or by reason of anything done any action or not done by inaction on the part of Indemnitee while... serving in any such capacity. View More Arrow
Indemnifiable Event. Any event or occurrence (whether before or after the date hereof) related to the fact that Indemnitee is or was a director, officer, employee, agent or fiduciary of for the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust or other enterprise, or by reason of anything done or not done by Indemnitee in any such capacity.
Indemnifiable Event. Any event or occurrence (whether before or after the date hereof) related to the fact that Indemnitee is or was a director, officer, employee, agent or fiduciary of for the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust or other enterprise, or by reason of anything done or not done by Indemnitee in any such capacity.
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Indemnifiable Event. Any event or occurrence that takes place either prior to or after the execution of this Agreement, related to the fact that Indemnitee is or was a director or an officer of the Company, or while a director or officer is or was serving at the request of the Company as a director, officer, employee, trustee, agent, or fiduciary of another foreign or domestic corporation, partnership, joint venture, employee benefit plan, trust, or other enterprise, or was a director, officer, employee, or agent... of a foreign or domestic corporation that was a predecessor corporation of the Company or of another enterprise at the request of such predecessor corporation, or related to anything done or not done by Indemnitee in any such capacity, whether or not the basis of the Proceeding is alleged action in an official capacity as a director, officer, employee, or agent or in any other capacity while serving as a director, officer, employee, or agent of the Company, as described above. View More Arrow
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Indemnifiable Event. Any event or occurrence that takes place either prior to or after the execution effective date of this Agreement, related to any action or activity of the Company or to the fact that Indemnitee is or was a director or an officer (if the Indemnitee should be appointed as an officer) of the Company, or while a director or officer is or was serving at the request of the Company as a director, officer, employee, trustee, agent, or fiduciary of another foreign or domestic corporation, partnership,... joint venture, employee benefit plan, trust, or other enterprise, or was a director, officer, employee, or agent of a foreign or domestic corporation that was a predecessor corporation of the Company or of another enterprise at the request of such predecessor corporation, or related to anything done or not done by Indemnitee in any such capacity, whether or not the basis of the Proceeding is alleged action in an official capacity as a director, officer, employee, or agent or in any other capacity while serving as a director, officer, employee, or agent of the Company, as described above. capacity. View More Arrow
Indemnifiable Event. Any Means any event or occurrence that takes place either prior to or after the execution effective date of this Agreement, related to the fact that Indemnitee is or was a director or an officer (if the Indemnitee should be appointed as an officer) of the Company, or while a director or officer is or was serving at the request of the Company as a director, officer, employee, trustee, agent, or fiduciary of another foreign or domestic corporation, partnership, joint venture, employee benefit... plan, trust, or other enterprise, or was a director, officer, employee, or agent of a foreign or domestic corporation that was a predecessor corporation of the Company or of another enterprise at the request of such predecessor corporation, or related to anything done or not done by Indemnitee in any such capacity, whether or not the basis of the Proceeding is alleged action in an official capacity as a director, officer, employee, or agent or in any other capacity while serving as a director, officer, employee, or agent of the Company, as described above. capacity. View More Arrow
Indemnifiable Event. Any event or occurrence that takes place either prior to or after the execution of this Agreement, related to the fact that Indemnitee Indemnitee: (a) is or was a director director, officer or an officer other agent of the Company, Company; or (b) while a director director, officer or officer other agent of the Company is or was serving at the request of the Company as a director, officer, employee, trustee, agent, or fiduciary of another foreign or domestic corporation, partnership, joint... venture, employee benefit plan, trust, or other enterprise, enterprise; or (c) was a director, officer, employee, officer or other agent of a foreign or domestic corporation that was a predecessor corporation of the Company or was a director, officer, employee, trustee, agent, or fiduciary of another enterprise at the request of such predecessor corporation, or corporation; and related to anything done or not done by Indemnitee in any such capacity, whether or not the basis of the Proceeding is alleged action in an official capacity as a director, officer, employee, or agent or in any other capacity while serving as a director, officer, employee, or agent of the Company, as described in clauses (a) through (c) above. View More Arrow
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Indemnifiable Event. Means any event or occurrence, occurring prior to or after the date of this Agreement, related to the fact that the Indemnitee is or was a director, officer, employee, trustee, agent or fiduciary of the Company or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust or other enterprise, or by reason of anything done or not done by the Indemnitee, including,... but not limited to, any breach of duty, neglect, error, misstatement, misleading statement, omission, or other act done or wrongfully attempted by the Indemnitee, or any of the foregoing alleged by any claimant, in any such capacity. View More Arrow
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Indemnifiable Event. Means any Any event or occurrence, whether occurring on, prior to to, or after the date of this Agreement, related to (i) the fact that the Indemnitee is or was a director, officer, employee, trustee, agent or fiduciary of the Company Company, or any subsidiary of the Company, or is or was serving at the request of or for the convenience of or to represent the interests of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation, partnership, joint... venture, trust, employee benefit plan, trust plan or other enterprise, or by reason (ii) any action or inaction on the part of anything done or not done by the Indemnitee, Indemnitee while serving in any capacity set forth in clause (i), including, but not limited to, without limitation, any breach of duty, neglect, error, misstatement, misleading statement, omission, or other act done or wrongfully attempted by the Indemnitee, or any of the foregoing alleged by any claimant, in any such capacity. capacity View More Arrow
Indemnifiable Event. Means any event or occurrence, occurring prior to or after the date of this Agreement, related to the fact that the Indemnitee is or was a director, officer, employee, trustee, agent or fiduciary of the Company or any of its Affiliates, or is or 3 was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust or other enterprise, or by reason of anything done or not done by ... class="diff-color-red">the Indemnitee, including, but not limited to, any breach of duty, neglect, error, misstatement, misleading statement, omission, or other act done or wrongfully attempted by the Indemnitee, or any of the foregoing alleged by any claimant, in any such capacity. View More Arrow
Indemnifiable Event. Means any event or occurrence, occurring prior to or after the date of this Agreement, related to the fact that the Indemnitee is is, was or was has agreed to serve as, a director, officer, employee, consultant, trustee, agent or fiduciary of the Company Company, or is or was serving at the request of the Company as a director, officer, employee, consultant, trustee, agent or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust or other enterprise, or by... reason of anything done or not done by the Indemnitee, including, but not limited to, -3- any breach of duty, neglect, error, misstatement, misleading statement, omission, or other act done or wrongfully attempted by the Indemnitee, or any of the foregoing alleged by any claimant, in any such capacity. View More Arrow
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Indemnifiable Event. For purposes of this Agreement, "Indemnifiable Event" means any event or occurrence related to Indemnitee's service for the Company or any Subsidiary or Affiliate as an Indemnifiable Person (as defined below), or by reason of anything done or not done, or any act or omission, by Indemnitee in any such capacity.
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Indemnifiable Event. For purposes of this Agreement, "Indemnifiable Event" means any event or occurrence related to Indemnitee's service for the Company or any Subsidiary or Affiliate as an Indemnifiable Person (as defined below), Person, or by reason of anything done or not done, or any act or omission, by Indemnitee in any such capacity.
Indemnifiable Event. For purposes of this Agreement, "Indemnifiable Event" means any event or occurrence related to the scope of Indemnitee's service for or employment with the Company or any Subsidiary or Affiliate as an Indemnifiable Person (as defined below), or by reason of anything done or not done, or any act or omission, by Indemnitee in any such capacity.
Indemnifiable Event. For purposes of this Agreement, Deed, "Indemnifiable Event" means any event or occurrence related to the scope of Indemnitee's service for or employment with the Company or any Subsidiary or Affiliate as an Indemnifiable Person (as defined below), or by reason of anything done or not done, or any act or omission, by Indemnitee in any such capacity.
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Indemnifiable Event. Means any event or occurrence related to: (a) the fact that the Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company; or (b) the fact that the Indemnitee is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, foreign or domestic, partnership, joint venture, trust, ... employee benefit plan or other enterprise. Without limiting any indemnification provided hereunder, if the Indemnitee serves, in any capacity, either (i) another corporation, partnership, joint venture or trust of which 20% or more of the voting power or residual economic interest is held, directly or indirectly, by the Company or (ii) any employee benefit plan of the Company or any entity referred to in clause (i) above, such service shall be deemed to be at the request of the Company; or INDEMNIFICATION AGREEMENT PAGE 3 (c) anything done or not done by the Indemnitee in any capacity described in subparagraphs (a) and (b). View More Arrow
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Indemnifiable Event. Means any event or occurrence related to: (a) the fact that the Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company; or (b) the fact that the Indemnitee is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, foreign or domestic, partnership, joint venture, limited liability company, trust, employee benefit plan or other enterprise. Without limiting any... indemnification provided hereunder, if the Indemnitee serves, in any capacity, either (i) another corporation, partnership, joint venture PAGE 3 venture, limited liability company, trust, or trust other enterprise of which 20% 50% or more of the voting power or residual economic interest is held, directly or indirectly, by the Company or (ii) any employee benefit plan of the Company or any entity referred to in clause (i) above, such service shall be deemed to be at the request of the Company; or INDEMNIFICATION AGREEMENT PAGE 3 (c) anything done or not done by the Indemnitee in any capacity described in subparagraphs (a) and (b). View More Arrow
Indemnifiable Event. Means any event or occurrence related to: (a) the fact that the Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company; or (b) the fact that the Indemnitee is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, foreign or domestic, partnership, joint venture, limited liability company, trust, employee benefit plan or other enterprise. Without limiting any... indemnification provided hereunder, if the Indemnitee serves, in any capacity, either (i) another corporation, partnership, joint venture 3 venture, limited liability company, trust, or trust other enterprise of which 20% or more of the voting power or residual economic interest is held, directly or indirectly, by the Company or (ii) any employee benefit plan of the Company or any entity referred to in clause (i) above, such service shall be deemed to be at the request of the Company; or INDEMNIFICATION AGREEMENT PAGE 3 (c) anything done or not done by the Indemnitee in any capacity described in subparagraphs (a) and (b). View More Arrow
Indemnifiable Event. Means any event or occurrence related to: (a) the fact that the Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company; or (b) the fact that the Indemnitee is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, foreign or domestic, partnership, joint venture, trust, employee benefit plan or other enterprise. Without limiting any indemnification provided hereunder, if... the Indemnitee serves, in any capacity, either (i) another corporation, partnership, joint venture or trust of which 20% or more of the voting power or residual economic interest is held, directly or indirectly, by the Company or (ii) any employee benefit plan of the Company or any entity referred to in clause (i) above, such service shall be deemed to be at the request of the Company; or INDEMNIFICATION AGREEMENT PAGE 3 4 INDEMNITEE: EDWARD L. PIERCE (c) anything done or not done by the Indemnitee in any capacity described in subparagraphs (a) and (b). View More Arrow
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Indemnifiable Event. Shall mean any actual or alleged act, omission, statement, misstatement, event, or occurrence related to the fact that Indemnitee is or was a director, officer, agent, or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, trustee, agent, or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust, or ... other enterprise, or by reason of any actual or alleged thing done or not done by Indemnitee in any such capacity. For purposes of this Agreement, the Company agrees that Indemnitee's service on behalf of or with respect to any Subsidiary or employee benefits plan of the Company or any Subsidiary of the Company shall be deemed to be at the request of the Company. View More Arrow
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Indemnifiable Event. Shall mean any actual or alleged act, omission, statement, misstatement, event, or occurrence related to the fact that Indemnitee is or was a director, trust manager, officer, agent, or fiduciary of the Company, or is or was serving at the request of the Company as a trust manager, director, officer, trustee, agent, or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust, or other enterprise, or by reason of any actual or alleged thing done or not done by... Indemnitee in any such capacity. For purposes of this Agreement, the Company agrees that Indemnitee's service on behalf of or with respect to any Subsidiary Subsidiary, Affiliate or employee benefits plan of the Company or any Subsidiary or Affiliate of the Company shall be deemed to be at the request of the Company. View More Arrow
Indemnifiable Event. Shall mean any actual or alleged act, omission, statement, misstatement, event, or occurrence related to the fact that Indemnitee is or was a director, officer, agent, or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, trustee, agent, or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust, or other enterprise, or by reason of any actual or alleged thing done or not done by Indemnitee in any such... capacity. For purposes of this Agreement, the Company agrees that Indemnitee's service on behalf of or with respect to any Subsidiary or employee benefits plan of the Company or any Subsidiary of other entity in which the Company has an equity interest shall be deemed to be at the request of the Company. View More Arrow
Indemnifiable Event. Shall mean any actual or alleged act, omission, statement, misstatement, event, or occurrence related to the fact that Indemnitee is or was a director, officer, agent, or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, trustee, agent, or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust, or other enterprise, or by reason of any an actual or alleged thing done or not done by Indemnitee in any such ... class="diff-color-red">capacity. capacity, arising out of or in connection with the Restatement or in the events which gave rise to the need for the Company to make the Restatement. For purposes of this Agreement, the Company agrees that Indemnitee's service on behalf of or with respect to any Subsidiary or employee benefits benefit plan of the Company or any Subsidiary of the Company shall be deemed to be at the request of the Company. View More Arrow
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Indemnifiable Event. Means any event or occurrence, whether occurring before, on or after the date of this Agreement, related to the fact that Indemnitee is or was a director, officer, employee or agent of the Company or any subsidiary of the Company, or is or was serving at the request of the Company as a director, officer, employee, member, manager, trustee or agent of any other corporation, limited liability company, partnership, joint venture, trust or other entity or enterprise (collectively with the Company,... "Enterprise") or by reason of an action or inaction by Indemnitee in any such capacity (whether or not serving in such capacity at the time any Loss is incurred for which indemnification can be provided under this Agreement). View More Arrow
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Indemnifiable Event. Means any event or occurrence, whether occurring before, on or after the date of this Agreement, related to the fact that Indemnitee is or was a director, officer, employee employee, manager, member, or agent of or consultant to the Company or any direct or indirect subsidiary of the Company, or is or was serving at the request of the Company as a director, officer, employee, member, manager, trustee or agent of or consultant to any other corporation, limited liability company, partnership,... joint venture, trust or other entity or enterprise (collectively with the Company, the "Enterprise") or by reason of an action or inaction by Indemnitee in any such capacity (whether or not serving in such capacity at the time any Loss is incurred for which indemnification can be provided under this Agreement). View More Arrow
Indemnifiable Event. Means any event or occurrence, whether occurring before, on or after the date of this Agreement, related to the fact that Indemnitee is or was a director, officer, employee or agent of the Company or any subsidiary of the Company, or is or was serving at the request of the Company as a director, officer, employee, member, manager, trustee or agent of any other corporation, limited liability company, partnership, joint venture, trust or other entity or enterprise (collectively with the Company,... "Enterprise") or by reason of an action or inaction by Indemnitee in any such capacity (whether (in each case whether or not serving in such capacity at the time any Loss is incurred for which indemnification indemnification, reimbursement, or advancement of Expenses can be provided under this Agreement). View More Arrow
Indemnifiable Event. Means any event or occurrence, whether occurring before, on or after the date of this Agreement, related to the fact that Indemnitee is or was a director, officer, employee or agent of the Company or any subsidiary of the Company, or is or was serving at the request of the Company as a director, officer, employee, member, manager, trustee or agent of any other corporation, limited liability company, partnership, joint venture, trust or other entity or enterprise (collectively with the Company,... "Enterprise") Enterprise or by reason of an action or inaction by Indemnitee in any such capacity (whether or not serving in such capacity at the time any Loss loss is incurred for which indemnification can be provided under this Agreement). View More Arrow
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Indemnifiable Event. Shall mean any event or occurrence that takes place either prior to or after the execution of this Agreement, related to the fact that the Indemnitee is or was a director or officer of the Company, or is or was serving at the request of the Company as a director, officer, employee, or agent of another corporation or of a partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, or by reason of anything done or not done by the Indemnitee in... any such capacity. View More Arrow
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Indemnifiable Event. Shall mean any event or occurrence that takes place either prior to or after the execution of this Agreement, related to the fact that the Indemnitee is or was a director or officer of the Company, or is or was serving at the request of the Company as a director, officer, employee, or agent of another corporation corporation, including a subsidiary of the Company, or of a partnership, joint venture, trust or other enterprise, including service with respect to an employee benefit plans, plan,... its participants or beneficiaries, including as deemed fiduciary thereto, or by reason of anything done or not done by the Indemnitee in any such capacity. View More Arrow
Indemnifiable Event. Shall mean any event or occurrence that takes place either prior to or after the execution of this Agreement, related to by reason of the fact that the Indemnitee is or was a director or officer of the Company, or is or was serving at the request of the Company as a director, officer, employee, or agent of another corporation or of a partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, or by reason of anything done or not done by the... Indemnitee while serving the Company in any such capacity. View More Arrow
Indemnifiable Event. Shall mean any event or occurrence that takes place either prior to or after the execution of this Agreement, related to the fact that the Indemnitee is or was a director or officer of the Company, or while a director or officer is or was serving at the request of the Company as a director, officer, employee, or agent of another corporation or of a partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, or by reason of anything done or... not done by the Indemnitee in any such capacity, whether or not the basis of the Proceeding is alleged action in an official capacity. View More Arrow
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Indemnifiable Event. Shall mean any event or occurrence related to the fact that Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, domestic or foreign, partnership, joint venture, trust, employee benefit plan or other enterprise, or by reason of anything done or not done by Indemnitee in such capacity. Without limitation of... any indemnification provided hereunder, an Indemnitee serving (i) another corporation, partnership, joint venture or trust of which 10 percent or more of the voting power or residual economic interest is held, directly or indirectly, by the Company, or (ii) any employee benefit plan of the Company or any entity referred to in clause (i), in any capacity shall be deemed to be doing so at the request of the Company. View More Arrow
Indemnifiable Event. Shall mean any Any event or occurrence related to the fact that an Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, domestic or foreign, partnership, joint venture, trust, employee benefit plan plan, trust or other enterprise, or by reason of anything done or not done by an Indemnitee in any such... capacity. Without limitation of any an indemnification provided hereunder, an Indemnitee serving (i) another corporation, partnership, joint venture or trust of which 10 twenty (20%) percent or more of the voting power or residual economic interest is held, directly or indirectly, by the Company, or (ii) any employee benefit plan of the Company or any entity referred to in clause (i), in any capacity shall be deemed to be doing so at the request of the Company. View More Arrow
Indemnifiable Event. Shall mean any event or occurrence related to the fact that an Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company, or is or was serving at the request E-16 of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, domestic or foreign, partnership, joint venture, trust, employee benefit plan plan, trust or other enterprise, or by reason of anything done or not done by an Indemnitee in any such... capacity. Without limitation of any an indemnification provided hereunder, an Indemnitee serving (i) another corporation, partnership, joint venture or trust of which 10 twenty (20%) percent or more of the voting power or residual economic interest is held, directly or indirectly, by the Company, or (ii) any employee benefit plan of the Company or any entity referred to in clause (i), in any capacity shall be deemed to be doing so at the request of the Company. View More Arrow
Indemnifiable Event. Shall mean any event or occurrence related to the fact that Indemnitee is or was a director, officer, employee, agent or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent or fiduciary of another corporation of any type or kind, domestic or foreign, partnership, joint venture, trust, employee benefit plan or other enterprise, or by reason of anything done or not done by Indemnitee in such capacity. Without limitation of limiting any indemnification provided hereunder, an Indemnitee serving (i) another corporation, partnership, joint venture or trust of which 10 twenty percent (20%) or more of the voting power or residual economic interest is held, directly or indirectly, by the Company, or (ii) any employee benefit plan of the Company or any entity referred to in clause (i), in any capacity shall be deemed to be doing so at the request of the Company. View More Arrow
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Indemnifiable Event. Shall mean any actual or alleged act, omission, statement, misstatement, event, or occurrence related to the fact that Indemnitee is or was a director, officer, agent, or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, trustee, agent, or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust, or other enterprise, or by reason of any actual or alleged thing done or not done by Indemnitee in any such... capacity, but shall exclude acts or omissions to the extent that they are finally determined by a court of competent jurisdiction (after exhaustion of all appeals) to have resulted from the gross negligence or willful misconduct of Indemnitee. An Indemnifiable Event also shall include (i) any event or occurrence which relates to the business of the Company or any of its subsidiaries or the operations thereof at any time prior to the time that Indemnitee became an officer or director of the Company and (ii) any alleged or actual material misrepresentations or omission (A) in any filings made by the Company with the Securities and Exchange Commission prior to the time that Indemnitee became an officer or director of the Company or (B) in the Company's Form 10, or any amendments thereto. For purposes of this Agreement, the Company agrees that Indemnitee's service on behalf of or with respect to any Subsidiary or employee benefit plan of the Company or any Subsidiary of the Company shall be deemed to be at the request of the Company. View More Arrow
Indemnifiable Event. Shall mean any actual or alleged act, omission, statement, misstatement, event, or occurrence related to the fact that Indemnitee is or was a director, officer, agent, or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, employee, trustee, agent, or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust, or other enterprise, or by reason of any an actual or alleged thing done or not done by Indemnitee in any... such capacity, but shall exclude acts or omissions to the extent that they are finally determined by a court of competent jurisdiction (after exhaustion of all appeals) to have resulted from the gross negligence intentional misconduct, fraud or willful misconduct a knowing violation of Indemnitee. law by Indemnitee and was material to the Claim relating to an Indemnifiable Event. An Indemnifiable Event also shall include (i) any event or occurrence which relates to the business of the Company or any of its subsidiaries or the operations thereof at any time prior to the time that Indemnitee became an officer or director of the Company and (ii) any alleged or actual material misrepresentations or omission (A) in any filings made by the Company with the Securities and Exchange Commission prior to the time that Indemnitee became an officer or director of the Company or (B) in the Company's Form 10, or any amendments thereto. For purposes of this Agreement, the Company agrees that Indemnitee's service on behalf of or with respect to any Subsidiary or employee benefit plan of the Company or any Subsidiary of the Company shall be deemed to be at the request of the Company. 2 View More Arrow
Indemnifiable Event. Shall mean any actual or alleged act, omission, statement, misstatement, event, or occurrence related to the fact that Indemnitee is or was a director, officer, agent, or fiduciary of the Company, or is or was serving at the request of the Company as a director, officer, trustee, agent, or fiduciary of another corporation, partnership, joint venture, employee benefit plan, trust, or other enterprise, or by reason of any actual or alleged thing done or not done by Indemnitee in any such... capacity, but shall exclude acts or omissions to the extent that they are finally determined by a court of competent jurisdiction (after exhaustion of all appeals) to have resulted from the gross negligence or willful misconduct of Indemnitee. An Indemnifiable Event also shall include (i) any event or occurrence which relates to the business of the Company or any of its subsidiaries or the operations thereof at any time prior to the time that Indemnitee became an officer or director of the Company and (ii) any alleged or actual material misrepresentations or omission (A) in any filings made by the Company with the Securities and Exchange Commission prior to the time that Indemnitee became an officer or director of the Company or (B) in the Company's Form 10, or any amendments thereto. For purposes of this Agreement, the Company agrees that Indemnitee's service on behalf of or with respect to any Subsidiary or employee benefit plan of the Company or any Subsidiary of the Company shall be deemed to be at the request of the Company. View More Arrow
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