Limited Vicarious Liability

Limited Vicarious Liability. Shall mean any liability which is based on acts of the Company for which the Participant is responsible solely as a result of Participant's office(s) with the Company; provided that (i) the Participant is not directly involved in such acts and either had no prior knowledge of such actions or, upon obtaining such knowledge, promptly acted reasonably and in good faith to attempt to prevent the acts causing such liability or (ii) after consulting with the Company's counsel, the Participant... reasonably believed that no law was being violated by such acts. View More