Proceeding Definition Example with 367 Variations

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 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 of the Company, by reason of any action taken by him Company 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 as a director, officer, 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 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, Indemnitee's Corporate Status, by reason of any action taken by him Indemnitee or of any action inaction on his Indemnitee's part while acting as director or officer of the Company, during Indemnitee's Corporate Status, or by reason of the fact that he is or was Indemnitee's Corporate Status 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 Indemnitee is acting or serving in any such capacity at the time any liability or expense Expense is incurred for which indemnification, reimbursement, or including advancement of expenses Expenses 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 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 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, Corporation, 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, Corporation, or by reason of the fact that he Indemnitee is or was serving at the request of the Company Corporation 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 Indemnitee pursuant to Section 5 above to enforce Indemnitee's rights under this Agreement. View More

Proceeding. Shall shall include any threatened, pending 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 administrative, or investigative nature, in which Indemnitee was, is 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, agent, or officer advisor 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, agent, or officer advisor of the Company, Corporation, or by reason of the fact that he is or was serving at the request of the Company Corporation as a director, officer, employee employee, agent, or agent advisor of another corporation, partnership, joint venture, trust trust, limited liability company, or other entity or 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 reimbursement can be provided under this Agreement. Agreement; provided, that any such action which is brought by Indemnitee to enforce his rights under this Agreement shall not be a Proceeding without prior approval of a majority of the board of directors of the Corporation. -1- View More

Proceeding. Shall shall include any threatened, pending 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 administrative, or investigative nature, in which Indemnitee was, is is, or will be involved as a party party, witness, or otherwise otherwise, by reason of the fact that Indemnitee is or was a director director, officer, agent, or officer advisor 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, agent, or officer advisor of the Company, Corporation, or by reason of the fact that he is or was serving at the request of the Company Corporation as a director, officer, employee employee, agent, or agent advisor of another corporation, partnership, joint venture, trust trust, limited liability company, or other entity or 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 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, civil (including intentional or unintentional tort claims), criminal, administrative or investigative nature, in which Indemnitee -2- was, is or will be involved as (as a party party, a... witness or otherwise by reason of the fact that Indemnitee is or was a director or officer of the Company, otherwise) by reason of any action taken by him or of any action on his part (or failure to act) while acting as as, or by reason of the mere fact that Indemnitee is or was, (a) a director or officer of the Company, or by reason (b) an officer of the fact that he is Company elected or was appointed by the stockholders or the Board of Directors, or (c) 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. View More

Proceeding. Shall include includes any threatened, pending pending, or completed investigation, action, suit, arbitration, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought in the right name of the Company or otherwise and otherwise, against Indemnitee, whether of a civil, criminal, administrative administrative, investigative, legislative, or investigative other nature, including, but not limited... to, actions, suits, or proceedings 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 director, officer, employee, agent, 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 officer fiduciary of the Company, or by reason of the fact that he is or was serving serving, at the request of the Company Company, as a director, officer, employee employee, agent, or agent fiduciary of any other entity, including, but not limited to, another corporation, partnership, joint venture, trust or other enterprise, trust, or by reason of anything done or not done by Indemnitee in each case any such capacity, 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 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 include shall mean 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 name of the Company or otherwise and whether of a civil, criminal, 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 an officer and/or 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 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 is serving in such capacity at the time any liability liability, Expense (as defined in subparagraph (b) below) or expense Loss (as defined in subparagraph (c) below) is incurred for which indemnification, reimbursement, indemnification or advancement of expenses can Expenses or Losses 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 suit 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 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 Executive Officer of the Company, Corporation, 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, such a Director and/or Executive Officer, or by reason of the fact that he is or was serving at the request of the Company Corporation as a director, partner, trustee, officer, employee employee, member, manager or agent of another corporation, domestic or foreign, nonprofit or for profit, a limited liability company, or a partnership, joint venture, trust or other 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 reimbursement can be provided under this Agreement. View More