Insurance Clause Example with 20 Variations from Business Contracts

This page contains Insurance 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.
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, officers, employees, or agents of the Company or of any subsidiary ("D&O Insurance"), Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum extent of the coverage available for any such director, officer, employee or agent under such policy or policies. If, at the time of the receipt of a notice of a claim pursuant to the term...s hereof, the Company has D&O Insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. View More

Variations of a "Insurance" Clause from Business Contracts

Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favorably...-insured persons under such policy or policies. If, policies in a comparable position. Further, in the event of a Change in Control or the Company's becoming insolvent—including being placed into receivership or entering the federal bankruptcy process—the Company shall maintain in force any and all insurance policies then maintained by the Company in providing insurance (directors' and officers' liability, fiduciary, employment practices or otherwise) in respect of Indemnitee, for a fixed period of six years thereafter (otherwise known as a "tail policy"), and such coverage shall be placed by the incumbent broker using the policies that were in place at the time of the receipt of a notice of a claim pursuant to Change in Control, and shall be placed with an insurance carrier with an AM Best rating that is the terms hereof, same or better than the Company has D&O Insurance in effect, the Company shall give prompt notice AM Best ratings of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective expiring policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. View More
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favorably... insured persons under such policy or policies. If, policies in a comparable position. In the event of a Change in Control, or the Company becoming insolvent (including being placed into receivership or entering the federal bankruptcy process and the like), the Company shall maintain in force any and all insurance policies then maintained by the Company in respect of Indemnitee (including directors' and officers' liability, fiduciary, employment practices or otherwise), for a period of six years thereafter ("Tail Policy"). The Tail Policy shall be placed by the broker of the Company's choice with incumbent insurance carriers using the policies that were in place at the time of the receipt of a notice of a claim pursuant to Change in Control (unless the terms hereof, incumbent carriers do not offer such policies, in which case the Company has D&O Insurance Tail Policy shall be substantially comparable in effect, scope and amount as the Company expiring policies, and the insurance carriers for the Tail Policy shall give prompt notice have an AM Best rating that is the same or better than the AM Best ratings of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. expiring policies). View More
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favorably...-insured persons under such policy or policies. If, policies in a comparable position. In the event of a change of control or the Company's becoming insolvent, the Company shall maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise—in respect of the individual directors and officers of the Company, for a fixed period of six years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable and shall be placed and serviced for the duration of its term by the Company's incumbent insurance broker. Such broker shall place the Tail policy with the incumbent insurance carriers using the policies that were in place at the time of the receipt change of a notice of a claim pursuant to control event (unless the terms hereof, incumbent carriers will not offer such policies, in which case the Company has D&O Insurance Tail Policy placed by the Company's insurance broker shall be substantially comparable in effect, scope and amount as the Company expiring policies, and the insurance carriers for the Tail Policy shall give prompt notice have an AM Best rating that is the same or better than the AM Best ratings of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. expiring policies). View More
Insurance. (a) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favor...ably-insured persons under such policy or policies. If, policies in a comparable position. (b) In the event of a change of control or the Company's becoming insolvent, the Company shall maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise--in respect of the individual directors and officers of the Company, for a fixed period of six years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable and shall be placed and serviced for the duration of its term by the Company's incumbent insurance broker. Such broker shall place the Tail policy with the incumbent insurance carriers using the policies that were in place at the time of the receipt change of a notice of a claim pursuant to control event (unless the terms hereof, incumbent carriers will not offer such policies, in which case the Company has D&O Insurance Tail Policy placed by the Company's insurance broker shall be substantially comparable in effect, scope and amount as the Company expiring policies, and the insurance carriers for the Tail Policy shall give prompt notice have an AM Best rating that is the same or better than the AM Best ratings of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. expiring policies). View More
Insurance. (a) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favor...ably-insured persons under such policy or policies. If, at policies in a comparable position. (b) In the time of the receipt event of a notice change of a claim pursuant to control or the terms hereof, the Company has D&O Insurance in effect, Company's becoming insolvent, the Company shall give prompt notice maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise (such applicable policies, the "Existing Policies")—in respect of the commencement individual directors and officers of such proceeding to the insurers Company, for a fixed period of six years thereafter (a "Tail Policy"). The Tail Policy shall be non-cancellable and shall be substantially comparable in accordance with scope and amount as the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. Existing Policies. View More
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favorably...-insured persons under such policy or policies. If, policies in a comparable position. In the event of a change of control or the Company's becoming insolvent, the Company shall maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise--in respect of the individual directors and officers of the Company, for a fixed period of six years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable and shall be placed and serviced for the duration of its term by the Company's incumbent insurance broker. Such broker shall place the Tail policy with the incumbent insurance carriers using the policies that were in place at the time of the receipt change of a notice of a claim pursuant to control event (unless the terms hereof, incumbent carriers will not offer such policies, in which case the Company has D&O Insurance Tail Policy placed by the Company's insurance broker shall be substantially comparable in effect, scope and amount as the Company expiring policies, and the insurance carriers for the Tail Policy shall give prompt notice have an AM Best rating that is the same or better than the AM Best ratings of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. expiring policies). View More
Insurance. (a) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favor...ably-insured persons under such policy or policies. If, at policies in a comparable position. (b) In the time of the receipt event of a notice change of a claim pursuant to control or the terms hereof, the Company has D&O Insurance in effect, Company's becoming insolvent, the Company shall give prompt notice maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise (such applicable policies, the "Existing Policies")--in respect of the commencement individual directors and officers of such proceeding to the insurers Company, for a fixed period of six years thereafter (a "Tail Policy"). The Tail Policy shall be non-cancellable and shall be substantially comparable in accordance with scope and amount as the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. Existing Policies. View More
Insurance. To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, officers, employees, or agents of the Company or of any subsidiary ("D&O Insurance"), Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum extent of the coverage available for any such director, officer, employee or agent under such policy or policies. If, at the time of the receipt of a notice of a claim pursuant to the term...s hereof, the Company has D&O Insurance in effect, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. In the event of a change of control or the Company's becoming insolvent, the Company shall maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise—in respect of the individual directors and officers of the Company, for a fixed period of six years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable. Such broker shall place the Tail policy with the incumbent insurance carriers using the policies that were in place at the time of the change of control event (unless the incumbent carriers will not offer such policies, in which case the Tail Policy placed by the Company's insurance broker shall be substantially comparable in scope and amount as the expiring policies, and the insurance carriers for the Tail Policy shall have an AM Best rating that is the same or better than the AM Best ratings of the expiring policies). View More
Insurance. (a) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, trustees, general partners, managing members, officers, employees, agents or agents fiduciaries of the Company or of any subsidiary ("D&O Insurance"), other Enterprise, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum same extent of as the coverage available for any such director, officer, employee or agent most favor...ably-insured persons under such policy or policies. policies in a comparable position. (b) If, at the time of the receipt of a notice of a claim pursuant to the terms hereof, the Company has D&O Insurance in effect, the Company shall give prompt notice of the commencement of such proceeding Proceeding to the insurers in accordance with the procedures set forth in 13 the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policies. The Company will instruct the insurers and their insurance brokers that they may communicate directly with Indemnitee regarding such claim. (c) In the event of a Change in Control or the Company's becoming insolvent, the Company shall undertake all commercially reasonable efforts to maintain in force any and all insurance policies then maintained by the Company in providing insurance – directors' and officers' liability, fiduciary, employment practices or otherwise – in respect of the individual directors and officers of the Company, for a fixed period of six years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable and shall be placed and serviced for the duration of its term by the Company's incumbent insurance broker. The Company shall direct such broker to place the Tail Policy with the incumbent insurance carriers using the policies that were in place at the time of the Change in Control event (unless the incumbent carriers will not offer such policies, in which case the Tail Policy placed by the Company's insurance broker shall be substantially comparable in scope and amount as the expiring policies, and the insurance carriers for the Tail Policy shall have an AM Best rating that is the same or better than the AM Best ratings of the expiring policies). View More
Insurance. (a) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, officers, employees, or agents of the Company or of any subsidiary Agents ("D&O Insurance"), Indemnitee shall be covered by such policy or policies in accordance with its or their terms in such a manner as to provide Indemnitee the same rights and benefits as are accorded to the maximum extent most favorably insured of the coverage available for any such director, officer, em...ployee Company's independent directors, if Indemnitee is an independent director; or agent under such policy of the Company's officers, if Indemnitee is not a director of the Company but is an officer; or policies. of the Company's key employees, if Indemnitee is not an officer or director but is a key employee. If, at the time of the receipt of a notice of a claim pursuant to the terms hereof, the Company has D&O Insurance in effect, effect or otherwise potentially available, the Company shall give prompt notice of the commencement of such proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policies. (b) In the event of a change of control or the Company's becoming insolvent, the Company shall, to the extent reasonably practicable, maintain in force any and all insurance policies then maintained by the Company in providing insurance—directors' and officers' liability, fiduciary, employment practices or otherwise--in respect of the individual directors and officers of the Company, for a fixed period of six (6) years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable and shall be placed and serviced for the duration of its term by the Company's incumbent insurance broker. Such broker shall place the Tail policy with the incumbent insurance carriers using the policies that were in place at the time of the change of control event (unless the incumbent carriers will not offer such policies, in which case the Tail Policy placed by the Company's insurance broker shall be substantially comparable in scope and amount as the expiring policies, and the insurance carriers for the Tail Policy shall have an AM Best rating that is the same or better than the AM Best ratings of the expiring policies). View More