Proceeding Definition Example with 367 Variations

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 Corporation or otherwise and whether of a civil, criminal, administrative or investigative nature, investigative, in which Indemnitee was, is is, may be 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 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 corporation, partnership, joint venture, trust 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, indemnification or advancement of expenses can be provided under this Agreement. Agreement; except one (i) initiated by an Indemnitee pursuant to Section 10 of this Agreement to enforce his right under this Agreement or (ii) pending on or before the Effective Date. 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 an officer or 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 an officer or 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 employee, agent or agent fiduciary of another corporation, partnership, joint venture, trust 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 7 of this Agreement to enforce his rights under this Agreement. View More

Proceeding. Shall shall include any threatened, pending or completed contemplated action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing inquiry or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company Corporation or otherwise and whether of a civil, criminal, administrative administrative, arbitrative or investigative nature, in which Indemnitee was, is or will be involved as a party party, as a... witness or otherwise otherwise, by reason of (i) the fact that Indemnitee is or was a director director, officer, employee or officer agent of the Company, by reason of Corporation, (ii) any action taken by him Indemnitee or of any action inaction on his part while acting as director a director, officer, employee or officer of the Company, agent or by reason of (iii) the fact that he Indemnitee 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 trust, limited liability company or other enterprise, in each case 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, indemnification or advancement of expenses reimbursement can be provided under this Agreement. Agreement; provided, however, that any such action, suit or proceeding which is brought by Indemnitee against the Corporation or directors or officers of the Corporation, other than an action brought by Indemnitee to enforce his rights under this Agreement, shall not be deemed a Proceeding without the prior approval by a majority of the Board of Directors of the Corporation; View More

Proceeding. Shall include for the purposes of this Agreement, any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing suit or any other actual, threatened or completed proceeding, whether civil, criminal, administrative or investigative (including actions, suits or proceedings brought by or in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, Corporation), 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 of the Company, Corporation, by reason of any action taken by him hi 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 Corporation 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 and/or officer of the foreign or domestic corporation which was a predecessor corporation to the Corporation or of another enterprise at the request of such predecessor corporation, whether or not he 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 inquiry, hearing, investigation, action, suit, arbitration, alternate arbitration or other alternative dispute resolution mechanism, investigation, inquiry, administrative hearing mechanism or any other actual, threatened proceeding, formal or completed proceeding, informal, whether brought in the right name of the Company or otherwise and whether of a civil, criminal, criminal or administrative or investigative nature, in which... Indemnitee was, is or will be involved as a party or 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 on his part while acting as director or and/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 corporation, partnership, joint venture, trust or other enterprise, in each case whether or not he/she is serving in such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses can reimbursement is to 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 inquiry or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company Corporation or otherwise and whether of a civil, criminal, administrative or investigative nature, in which Indemnitee was, is or will be involved as a party party, as a witness or otherwise otherwise, by reason... of the fact that Indemnitee is or was a director director, officer, employee or officer agent of the Company, Corporation, by reason of any action taken by him or of any action inaction on his part while acting as director a director, officer, employee or officer of the Company, agent or by reason of the fact that he 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 trust, limited liability company or other enterprise, enterprise; in each case whether or not he is acting or serving in any such 1 2 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. Agreement; provided that any such action, suit or proceeding which is brought by Indemnitee against that Corporation or directors or officers of the Corporation, other than an action brought by Indemnitee to enforce his rights under this Agreement, shall not be deemed a Proceeding without prior approval by a majority of the Board of Directors of the Corporation. 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 her or of any action inaction on his her part while acting as an officer or director or officer of the Company, or by reason of the fact that he she is or was serving at the request of the Company as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, enterprise; in each case whether or not she 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; and excluding one initiated by an Indemnitee pursuant to Section 7 of this Agreement to enforce her rights 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 suit 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 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 Corporation or of any action on his part while acting as director or officer of the Company, or by reason of the fact that he is or was serving at the request of the Company Corporation as a director, officer, 1 - INDEMNITY AGREEMENT employee or agent of another corporation, partnership, joint venture, trust or other enterprise, in each case whether or not 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 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 or investigative nature, including any related appeal, in which Indemnitee was, is or will be involved as a party or witness or otherwise by reason of the fact that... Indemnitee is or was a director director, officer, trustee, partner, managing member, fiduciary, employee or officer agent of the Company, by reason of any action taken or not taken by him or of any action on his part her while acting as director director, officer, trustee, partner, managing member, fiduciary, employee or officer agent of the Company, or by reason of the fact that he or she is or was serving at the request of the Company as a director, officer, trustee, 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. 4 View More

Proceeding. Shall shall include any threatened, pending or completed inquiry, hearing, investigation, action, suit, arbitration, alternate arbitration or other alternative dispute resolution mechanism, investigation, inquiry, administrative hearing mechanism or any other actual, threatened proceeding, formal or completed proceeding, informal, whether brought in the right name of the Company or otherwise and whether of a civil, criminal, criminal or administrative or investigative nature, in which... Indemnitee was, is or will be involved as a party or 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 on his part while acting as director or and/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 corporation, partnership, joint venture, trust or other enterprise, in each case whether or not he/she is serving in such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, indemnification or advancement of expenses can reimbursement is to be provided under this Agreement. View More