Indemnification Clause Example with 8 Variations from Business Contracts
This page contains Indemnification clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Indemnification. The Company shall indemnify the Executive to the fullest extent permitted by law (including a payment of expenses in advance of final disposition of a proceeding) as in effect at the time of the subject act or omission, or by the Charter or Bylaws of the Company as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, whichever affords greatest protection to the Executive, and the Executive shall be entitled to the protection of any insur...ance policies the Company may elect to maintain generally for the benefit of its officers or, during the Executive's service in such capacity, directors (and to the extent the Company maintains such an insurance policy or policies, in accordance with its or their terms to the maximum extent of the coverage available for any company officer or director), against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) at the time such costs, charges and expenses are incurred or sustained, in connection with any action, suit or proceeding to which the Executive may be made a party by reason of the Executive's being or having been an officer or employee of the Company, or serving as an officer or employee of an affiliate of the Company, at the request of the Company, other than any action, suit or proceeding brought against the Executive by or on account of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 shall specifically survive the expiration or earlier termination of this Agreement.View More
Variations of a "Indemnification" Clause from Business Contracts
Indemnification. The With respect to any acts or omissions that may have occurred prior to termination of Employee's employment, the Company shall will indemnify the Executive Employee (and his legal representatives or other successors) to the fullest extent permitted by law (including a payment of expenses in advance of final disposition of a proceeding) by the laws of the State of Delaware, as in effect at the time of the subject act or omission, or by the Charter or Bylaws Certificate of Incorporation and By-...Laws of the Company Company, as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, Employee, 10 whichever affords greatest protection to the Executive, Employee, and the Executive Employee shall be entitled to the protection of any insurance policies the Company may elect to maintain generally for the benefit of its directors and officers or, during the Executive's service in such capacity, directors (and to the extent the Company maintains such an insurance policy or policies, Employee shall be covered by such policy or policies, in accordance with its or their terms terms, to the maximum extent of the coverage available for any company Company officer or director), against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) him or his legal representatives at the time such costs, charges and expenses are incurred or sustained, sustained (including any time following Employee's termination of employment), in connection with any action, suit or proceeding to which the Executive he (or his legal representatives or other successors) may be made a party by reason of the Executive's his being or having been an a director, officer or employee of the Company, Company or any subsidiary thereof, or his serving or having served any other enterprises as an a director, officer or employee of an affiliate of the Company, at the request of the Company, other than any action, suit or proceeding brought against the Executive by or on account of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 shall specifically survive the expiration or earlier termination of this Agreement.View More
Indemnification. The With respect to any acts or omissions that may have occurred prior to termination of Employee's employment, the Company shall will indemnify the Executive Employee (and his legal representatives or other successors) to the fullest extent permitted by law (including a 10 payment of expenses in advance of final disposition of a proceeding) by the laws of the State of Delaware, as in effect at the time of the subject act or omission, or by the Charter or Bylaws Certificate of Incorporation and ...By-Laws of the Company Company, as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, Employee, whichever affords greatest protection to the Executive, Employee, and the Executive Employee shall be entitled to the protection of any insurance policies the Company may elect to maintain generally for the benefit of its directors and officers or, during the Executive's service in such capacity, directors (and to the extent the Company maintains such an insurance policy or policies, Employee shall be covered by such policy or policies, in accordance with its or their terms terms, to the maximum extent of the coverage available for any company Company officer or director), against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) him or his legal representatives at the time such costs, charges and expenses are incurred or sustained, sustained (including any time following Employee's termination of employment), in connection with any action, suit or proceeding to which the Executive he (or his legal representatives or other successors) may be made a party by reason of the Executive's his being or having been an a director, officer or employee of the Company, Company or any subsidiary thereof, or his serving or having served any other enterprises as an a director, officer or employee of an affiliate of the Company, at the request of the Company, other than any action, suit or proceeding brought against the Executive by or on account of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 shall specifically survive the expiration or earlier termination of this Agreement.View More
Indemnification. The With respect to any acts or omissions that may have occurred prior to termination of Employee's employment, the Company shall will indemnify the Executive Employee (and his legal representatives or other successors) to the fullest extent permitted by law (including a payment of expenses in advance of final disposition of a proceeding) by the laws of the State of Delaware, as in effect at the time of the subject act or omission, or by the Charter or Bylaws Certificate of Incorporation and By-...Laws of the Company Company, as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, Employee, whichever affords greatest protection to the Executive, Employee, and the Executive Employee shall be entitled to the protection of any insurance policies the Company may elect to maintain generally for the benefit of its directors and officers or, during the Executive's service in such capacity, directors (and to the extent the Company maintains such an insurance policy or policies, Employee shall be covered by such policy or policies, in accordance with its or their terms terms, to the maximum extent of the coverage available for any company Company officer or director), against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) him or his legal representatives at the time such costs, charges and expenses are incurred or sustained, sustained (including any time following Employee's termination of employment), in connection with any action, suit or proceeding to which the Executive he (or his legal representatives or other successors) may be made a party by reason of the Executive's his being or having been an a director, officer or employee of the Company, Company or any subsidiary thereof, or his serving or having served any other enterprises as an a director, officer or employee of an affiliate of the Company, at the request of the Company, other than any action, suit or proceeding brought against the Executive by or on account of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 shall specifically survive the expiration or earlier termination of this Agreement.View More
Indemnification. The Company shall agrees to indemnify the and hold Executive harmless to the fullest extent permitted by law (including a payment the laws of expenses in advance the State of final disposition Delaware and under the bylaws of a proceeding) the Company, both as in effect at the time of the subject act or omission, or by the Charter or Bylaws of the Company as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, whichever affords greatest ...protection to the Executive, and the omission. In connection therewith, Executive shall be entitled to the protection of any insurance policies which the Company may elect elects to maintain generally for the benefit of its officers or, during the Executive's service in such capacity, Company's directors (and to the extent the Company maintains such an insurance policy or policies, in accordance with its or their terms to the maximum extent of the coverage available for any company officer or director), and officers, against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) at the time such costs, charges and expenses are incurred or sustained, in connection with any action, suit or proceeding to which the Executive may be made a party by reason of the Executive's his being or having been an a director, officer or employee of the Company, or serving as an officer or employee of an affiliate of the Company, at the request of the Company, other than Company. This provision shall survive any action, suit or proceeding brought against the Executive by or on account of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 shall specifically survive the expiration or earlier termination of this Agreement. Executive's employment hereunder. View More
Indemnification. The Company shall agrees to indemnify and hold the Executive harmless to the fullest extent permitted by law (including a payment the laws of expenses in advance the State of final disposition Delaware and under the bylaws of a proceeding) the Company, both as in effect at the time of the subject act or omission, or by the Charter or Bylaws of the Company as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, whichever affords greatest ...protection to the Executive, and omission. In connection therewith, the Executive shall be entitled to the protection of any insurance policies which the Company may elect elects to maintain generally for the benefit of its officers or, during the Executive's service in such capacity, Company's directors (and to the extent the Company maintains such an insurance policy or policies, in accordance with its or their terms to the maximum extent of the coverage available for any company officer or director), and officers, against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) at the time such costs, charges and expenses are incurred or sustained, in connection with any action, suit or proceeding to which the Executive may be made a party by reason of the Executive's his being or having been an a director, officer or employee of the Company, or serving as an officer or employee of an affiliate of the Company, at the request of the Company, other than Company. This provision shall survive any action, suit or proceeding brought against the Executive by or on account termination of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 shall specifically survive the expiration or earlier termination of this Agreement. hereunder. View More
Indemnification. The With respect to any acts or omissions that may have occurred prior to termination of the Executive's employment, the Company shall will indemnify the Executive (and his legal representatives or other successors) to the fullest extent permitted by law (including a payment of expenses in advance of final disposition of a proceeding) by the laws of the State of California, as in effect at the time of the subject act or omission, or by the Charter or Bylaws Certificate of Incorporation and By-La...ws of the Company Company, as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, whichever affords greatest protection to the Executive, and the Executive shall be entitled to the protection of any insurance policies the Company may elect to maintain generally for the benefit of its directors and officers or, during the Executive's service in such capacity, directors (and to the extent the Company maintains such an insurance policy or policies, the Executive shall be covered by such policy or policies, in accordance with its or their terms terms, to the maximum extent of the coverage available for any company Company officer or director), against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) him or his legal representatives at the time such costs, charges and expenses are incurred or sustained, sustained (including any time following Executive's termination of employment), in connection with any action, suit or proceeding to which the Executive he (or his legal representatives or other successors) may be made a party by reason of the Executive's his 13 being or having been an a director, officer or employee of the Company, Company or any subsidiary thereof, or his serving or having served any other enterprises as an a director, officer or employee of an affiliate of the Company, at the request of the Company, other than any action, suit or proceeding brought against the Executive by or on account of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 shall specifically survive the expiration or earlier termination of this Agreement.View More
Indemnification. The Company shall indemnify the Executive to the fullest extent that would be permitted by law (including a payment of expenses in advance of final disposition of a proceeding) as in effect at the time of the subject act or omission, or by the Charter or Bylaws Certificate of Incorporation of the Company as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, whichever affords greatest protection to the Executive, and the Executive shall... be entitled to the protection of any insurance policies the Company may elect to maintain generally for the benefit of its officers or, during the Executive's service in such capacity, directors (and to the extent the Company maintains such an insurance policy or policies, in accordance with its or their terms to the maximum maxim um extent of the coverage available for any company officer or director), against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) at the time such costs, charges and expenses are incurred or sustained, in connection with any action, suit or proceeding to which the Executive may be made a party by reason of the Executive's being or having been an officer or employee of the Company, or serving as an officer or employee of an affiliate of the Company, at the request of the Company, other than any action, suit or proceeding brought against the Executive by or on account of the Executive's breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 10 shall specifically survive the expiration or earlier termination of this Agreement. 14 11. Representations of the Executive. The Executive represents and warrants that: (i) the Executive has no legal obligations to any other party that would be breached by signing this Agreement or otherwise fulfilling Executive's obligations hereunder, including but not limited to any non-competition, non-solicitation, non-inducement, confidentiality, assignment of inventions, or other similar agreement; (ii) the Executive has not disclosed any third party's confidential or proprietary information to the Company or its representatives or agents; (iii) if the Executive learns of any confidential or proprietary information that belongs to any third party, the Executive will not disclose such information to the Company or its representatives or agents, except as allowed by law or any agreement you have signed with such party; and (iv) the Executive is not in breach of any confidentiality or non-disclosure agreement that the Executive has signed. View More
Indemnification. The Company shall indemnify the Executive to the fullest extent that would be permitted by law (including a payment of expenses in advance of final disposition of a proceeding) as in effect at the time of the subject act or omission, or by the Charter or Bylaws Certificate of Incorporation of the Company as in effect at such time, or by the terms of any indemnification agreement between the Company and the Executive, whichever affords greatest protection to the Executive, and the Executive shall... be entitled to the protection of any insurance policies the Company may elect to maintain generally for the benefit of its officers or, during the Executive's service in such capacity, directors (and to the extent the Company maintains such an insurance policy or policies, in accordance with its or their terms to the maximum extent of the coverage available for any company officer or director), against all costs, charges and expenses whatsoever incurred or sustained by the Executive (including but not limited to any judgment entered by a court of law) at the time such costs, charges and expenses are incurred or sustained, in connection with any action, suit or proceeding to which the Executive may be made a party by reason of the Executive's his being or having been an officer or employee of the Company, or serving as an officer or employee of an affiliate of the Company, at the request of the Company, other than any action, suit or proceeding brought against the Executive by or on account of the Executive's his breach of the provisions of any employment agreement with a third party that has not been disclosed by the Executive to the Company. The provisions of this Section 8 7 shall specifically survive the expiration or earlier termination of this Agreement. 9 of 11 8. Entire agreement. This agreement constitutes the entire agreement between the parties and supersedes and prior understanding or representation of and kind preceding the date of this agreement. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of this agreement. This agreement may be modified in writing and any such modifications must be signed by both the company and the employee. View More
