Proceeding

Proceeding. Means any action, arbitration, audit, hearing, investigation, inquiry, litigation, or suit (whether civil, quasi- criminal, criminal, administrative, investigative, or informal) commenced, brought, conducted, or heard by or before, or otherwise involving, any governmental, administrative, regulatory or similar body or arbitrator.

Proceeding. Shall mean any pending, completed or threatened action, suit, arbitration, alternate dispute resolution mechanism, investigation, administrative hearing or any other proceeding whether civil, criminal, administrative or investigative; provided, however, that the term "Proceeding" shall include an action instituted by or on behalf of Indemnitee (other than an action to enforce Indemnitee's rights under this Agreement) only if such action has been authorized by a majority of the Disinterested... Directors. View More

Proceeding. Shall include any threatened, pending or completed action, suit or proceeding, or alternative dispute resolution mechanism whether brought in the right of the Company or otherwise, or any hearing, inquiry or investigation that Indemnitee in good faith believes might lead to the institution of any such action, suit, proceeding or alternative dispute resolution mechanism and whether of a civil, criminal, administrative or investigative nature, by reason of (or arising in part out of) any event or... occurrence related to the fact that Indemnitee is or was a director or officer of the Company or any subsidiary of the Company, or is or was serving at the request of the Company as a director, officer, employee, agent or fiduciary of another corporation, partnership, joint venture, trust or other enterprise, whether or not serving in 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. Means, as to any Obligor, any of the following: (a) any case or proceeding with respect to such Person under the Bankruptcy Code or any other federal or state bankruptcy, insolvency, reorganization or other law affecting creditors' rights or any other or similar proceedings seeking any stay, reorganization, arrangement, composition or readjustment of the obligations and indebtedness of such Obligor, (b) any proceeding seeking the appointment of any trustee, receiver, liquidator, custodian or... other insolvency official with similar powers with respect to such Obligor or any of its assets, 2 (c) any proceeding for liquidation, dissolution or other winding up of the business of such Obligor or (d) any assignment for the benefit of creditors or any marshalling of assets of such Obligor. View More

Proceeding. 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 (including intentional or unintentional tort claims), criminal, administrative or investigative nature, in which Indemnitee was, is or will be involved as a party or otherwise by reason of the... Indemnitee's Covered Capacity or by reason of any action (or failure to act) taken by him or of any action (or failure to act) on his part in connection with his Covered Capacity. View More

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, and including any of the foregoing commenced by or on behalf of the Company, derivatively or otherwise.

Proceeding. Includes any action, suit, arbitration, alternate dispute resolution mechanism, investigation, administrative hearing or any other proceeding, whether civil, criminal, administrative or investigative; PROVIDED, HOWEVER, that the term "Proceeding" shall include any action instituted by an Indemnitee (other than an action to enforce indemnification rights under this Agreement) only if such action is authorized by the Board of Directors.

Proceeding. 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 civil, criminal, administrative or investigative, in which Indemnitee was, is or will be involved as a party or otherwise, by reason of the fact that Indemnitee is [an executive officer][a director] of the... Company, by reason of any action taken by [him] [her] or of any inaction on [his] [her] part while serving as [an executive officer][a director] of the Company or by reason of the fact that [he] [she] is or was serving at the request of the Company as an officer, director, employee, consultant, fiduciary or agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, in each case whether or not [he] [she] is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification can be provided under this Agreement, and excluding one initiated by Indemnitee pursuant to Section 7 of this Agreement to enforce [his] [her] rights under this Agreement. View More

Proceeding. Any assignment for the benefit of creditors, any case in bankruptcy, any marshalling of any Obligor's assets for the benefit of creditors, any moratorium on the payment of debts, or any proceeding under any law relating to conservatorship, insolvency, liquidation, receivership, trusteeship, or any similar event, condition, or other thing

Proceeding. Any threatened, pending or completed claim, action (including any action by or in the right of the Company), suit or proceeding (whether formal or informal, or civil, criminal, administrative, legislative, arbitrative or investigative) in respect of which Indemnitee is, was or at any time becomes, or is threatened to be made, a party, witness, subject or target, by reason of the fact that Indemnitee is or was an Authorized Representative or a... prospective Authorized Representative. View More