Proceeding

Proceeding. For the purposes of this Agreement, "proceeding" means any threatened, pending, or completed action, suit or other proceeding, whether civil, criminal, administrative, investigative or any other type whatsoever, which may be subject to indemnification covered by this Agreement.

Proceeding. Shall include any threatened, pending, or completed action, suit, arbitration or proceeding, whether brought by or in the right of the Corporation or otherwise and whether of a civil, criminal, administrative or investigative nature, in which Indemnitee may be or may have been involved as a party or otherwise, by reason of the fact that Indemnitee is or was a Director and/or Officer of the Corporation, any subsidiary of the... Corporation, or RPM (in connection with any service by Indemnitee on the Board of Directors of RPM prior to the Reincorporation), by reason of any action taken by Indemnitee or of any inaction on his or her part while acting as such a Director and/or Officer, or by reason of the fact that he or she is or was serving at the request of the Corporation or RPM (in connection with any service by Indemnitee on the Board of -2- Directors of RPM prior to the Reincorporation) as a director, officer, member or manager, partner, trustee, employee, agent, or fiduciary 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 or she is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification or reimbursement can be provided under this Agreement. View More

Proceeding. Includes any action, suit, arbitration, alternative dispute resolution mechanism, investigation, administrative hearing or any other actual, threatened or completed proceeding whether civil, criminal, administrative or investigative, other than one initiated by the Indemnitee without the authorization of the Company. For purposes of the foregoing sentence, a "Proceeding" will not be deemed to have been initiated by the Indemnitee without the authorization of the... Company where the Indemnitee seeks pursuant to Section 8 of this Agreement to enforce the Indemnitee's rights under this Agreement. View More

Proceeding. An action, claim, suit, investigation or proceeding (including, without limitation, an investigation or partial proceeding, such as a deposition), whether commenced or threatened in writing concerning the interpretation, enforcement or defense of any transaction contemplated by any Transaction Document (whether brought against a party hereto or such parties affiliates, directors, officers, employees or agents).

Proceeding. Any action, order, claim, suit, proceeding, litigation, investigation, inquiry, review or notice.

Proceeding. Includes any threatened, pending or completed action, suit, arbitration, alternate dispute resolution mechanism, administrative hearing or any other proceeding, or any inquiry or investigation that the Indemnitee in good faith believes might lead to the institution of any such action, suit or other proceeding, whether civil, criminal, administrative, investigative or other, except one initiated by an Indemnitee pursuant to Section 10 of this Agreement to enforce his rights under this Agreement.

Proceeding. The term "Proceeding" shall mean and include any threatened, pending or completed action, suit or proceeding, whether brought in the name of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, including, but not limited to, actions, suits or proceedings brought under and/or predicated upon the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, any similar state law and any rule or regulation promulgated under such... laws. 2 3 View More

Proceeding. Any action, claim, suit, proceeding, litigation, arbitration, mediation, investigation, inquiry grievance, review or notice.

Proceeding. Means any action, suit, proceeding, complaint, charge, hearing, inquiry or investigation before or by a Governmental Entity or an arbitrator.

Proceeding. Shall include any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that Indemnitee (i) is or was a Director of the Corporation (or any predecessor or subsidiary of the Corporation), or (ii) is or was serving at the request of the Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise.