Proceeding Definition Example with 367 Variations

Proceeding. Shall include means, for the purposes of this Agreement, any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing action or any other actual, threatened or completed proceeding, whether civil, criminal, administrative or investigative (including an action brought by or in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, Company) in which the Indemnitee was, is may be or will be may have been involved as a party or otherwise otherwise, by reason of the fact that the Indemnitee is or was a director or officer of the Company, by reason of any action taken by him or of any action inaction on his part while acting as such director or officer of the Company, or by reason of the fact that he is or was serving at the request of the Company as a director, officer, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise, in each case or was a director or officer of the foreign or domestic corporation which was a predecessor corporation to the Company or of another enterprise at the request of such predecessor corporation, whether or not he is serving in such capacity capaci ty at the time any liability or expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses reimbursement can be provided under this Agreement. View More

Proceeding. Shall include includes any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought 3 by or in the right of the Company Corporation or otherwise and whether of a civil, criminal, administrative or investigative (formal or informal) nature, including any appeal therefrom, in which Indemnitee was, is or will be involved as a party party, potential party, non-party witness or otherwise otherwise, by reason of the fact that Indemnitee is or was a director or and/or officer of the Company, Corporation, by reason of any action taken by him or her or of any action inaction on his or her part while acting as a director or and/or officer of the Company, Corporation or by reason of the fact of his or her Corporate Status or that he or she otherwise is or was serving at the request of the Company Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, in each case whether or not he or she is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, reimbursement or advancement of expenses can be provided under this Agreement, including one pending on or before the date of this Agreement and excluding one initiated by an Indemnitee pursuant to Section 9 of this Agreement to enforce his or her rights under this Agreement. If Indemnitee believes in good faith that a given situation may lead to or culminate in the institution of a Proceeding, this shall be considered a Proceeding under this paragraph. View More

Proceeding. Shall shall include any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing arbitration or any other actual, threatened or completed proceeding, whether brought in the right of the Company Corporation or otherwise and whether of a civil, criminal, administrative or investigative nature, in which Indemnitee was, is may be or will be may have been involved as a party or otherwise otherwise, by reason of... the fact that Indemnitee is or was a director or and/or officer of the Company, Corporation, by reason of any action taken by him or of any action inaction on his his/her part while acting as such a director or officer of the Company, and/or officer, or by reason of the fact that he Indemnitee is or was serving at the request of the Company Corporation as a director, trustee, manager, officer, employee or agent of another corporation, partnership, limited liability company, joint venture, trust or other enterprise, in each case whether or not Indemnitee is serving in such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses reimbursement can be provided under this Agreement. View More

Proceeding. Shall shall include any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing arbitration or any other actual, threatened or completed proceeding, whether brought in the right of the Company Corporation or otherwise and whether of a civil, criminal, administrative or investigative nature, in which Indemnitee was, is may be or will be may have been involved as a party or otherwise otherwise, by reason of... the fact that Indemnitee is or was a director or and/or officer of the Company, Corporation, by reason of any action taken by him or of any action inaction on his his/her part while acting as such a director or officer of the Company, and/or officer, or by reason of the fact that he Indemnitee is or was serving at the request of the Company Corporation as a director, trustee, manager, officer, employee or agent of another corporation, partnership, limited liability company, joint venture, trust or other enterprise, in each case whether or not Indemnitee is serving in such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses reimbursement can be provided under this Agreement. View More

Proceeding. Shall shall include any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing arbitration or any other actual, threatened or completed proceeding, whether brought in the right of the Company Corporation or otherwise and whether of a civil, criminal, administrative or investigative nature, in which Indemnitee was, is may be or will be may have been involved as a party or otherwise otherwise, by reason of... the fact that Indemnitee is or was a director or officer Director and/or Officer of the Company, Corporation, by reason of any action taken by him or of any action inaction on his his/her part while acting as director or officer of the Company, such a Director and/or Officer, or by reason of the fact 1 that he Indemnitee is or was serving at the request of the Company Corporation as a director, trustee, manager, officer, employee or agent of another corporation, partnership, limited liability company, joint venture, trust or other enterprise, in each case whether or not Indemnitee is serving in such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses reimbursement can be provided under this Agreement. View More

Proceeding. Shall shall include any threatened, pending or completed action, suit, arbitration, mediation, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company Company, the Board, governmental authority or otherwise other party and whether of a civil, civil (including intentional or unintentional tort claims), criminal, administrative administrative, regulatory,... legislative or investigative (formal or informal) nature, including any appeal therefrom, in which Indemnitee was, is or will be involved as a party party, potential party, non-party witness or otherwise 5 by reason of the fact that Indemnitee is or was a director or officer of the Company, Company or any other Enterprise, by reason of any action (or failure to act) taken by him or of any action (or failure to act) on his part while acting as a director or officer of the Company, or by reason of the fact that he is or was serving at the request of the Company as a director, officer, trustee, general partner, managing member, fiduciary, employee or agent of another corporation, partnership, joint venture, trust or any other enterprise, Enterprise, in each case whether or not serving in such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, or advancement of expenses can be provided under this Agreement. If the Indemnitee believes in good faith that a given situation may lead to or culminate in the institution of a Proceeding, such situation shall be considered a Proceeding under this paragraph. View More

Proceeding. Shall include includes any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, investigative, in which Indemnitee was, is or will be involved as a party or otherwise otherwise, by reason of the fact that... Indemnitee is or was a director or officer of the Company, by reason of any action taken by him or of any action inaction on his part while acting as a director or officer of the Company, or by reason of the fact that he is or was serving at the request of the Company as a director, officer, employee manager, employee, agent or agent fiduciary of another corporation, partnership, limited liability company, joint venture, trust trust, employee benefit plan or other enterprise, Enterprise; in each case whether or not he is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, or advancement of expenses indemnification can be provided under this Agreement, including one pending on or before the date of this Agreement, but excluding one initiated by an Indemnitee pursuant to Section 5 of this Agreement to enforce his rights under this Agreement. View More

Proceeding. Shall include means any threatened, pending pending, or completed action, suit, arbitration, mediation, alternate dispute .dispute resolution mechanism, investigation, inquiry, administrative hearing hearing, or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil, criminal, administrative administrative, or investigative nature, including any appeal therefrom, in which Indemnitee was, is is, or will be involved as... a party party, a potential party, a non-party witness, or otherwise by reason of (i) the fact that Indemnitee is or was a director or officer of the Company, by reason of (ii) any action taken by him Indemnitee or of any action or inaction on his Indemnitee's part while acting as a director or officer of the Company, or by reason of (iii) the fact that he or she is or was serving at the request of the Company as a director, trustee, general partner, managing member, officer, employee employee, agent, or agent fiduciary of another corporation, partnership, joint venture, trust the Company or any other enterprise, Enterprise, in each case whether or not serving in such capacity at the time any liability or expense Expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses can be provided under this Agreement. View More

Proceeding. Shall include means any threatened, pending pending, or completed action, suit, arbitration, mediation, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing hearing, or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil, criminal, administrative administrative, or investigative nature, including any appeal therefrom, in which Indemnitee was, is is, or will be involved as a party party, a potential party, a non-party witness, or otherwise by reason of (i) the fact that Indemnitee is or was a director or officer of the Company, by reason of (ii) any action taken by him Indemnitee or of any action or inaction on his Indemnitee's part while acting as a director or officer of the Company, or by reason of (iii) the fact that he or she is or was serving at the request of the Company as a director, trustee, general partner, managing member, officer, employee employee, agent, or agent fiduciary of another corporation, partnership, joint venture, trust the Company or any other enterprise, Enterprise, in each case whether or not serving in such capacity at the time any liability or expense Expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses can be provided under this Agreement. View More

Proceeding. Shall include shall mean any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, investigative, in which Indemnitee was, is or will be involved as a party or otherwise otherwise, by reason of the fact that... Indemnitee is or was a an officer or director or officer of the Company, by reason of any action taken by him Indemnitee or of any action inaction on his Indemnitee's part while acting as an officer or director or officer of the Company, or by reason of the fact that he Indemnitee is or was serving at the request of the Company as a director, officer, employee employee, agent or agent fiduciary of another corporation, partnership, joint venture, trust or other enterprise, Enterprise; in each case whether or not Indemnitee is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, or advancement of expenses indemnification can be provided under this Agreement; including one pending on or before the date of this Agreement, but excluding one initiated by an Indemnitee pursuant to Section 9 of this Agreement to enforce Indemnitee's rights under this Agreement. View More