Liability Insurance Clause Example with 5 Variations from Business Contracts

Liability Insurance. To So long as Indemnitee serves as a director and/or officer of the extent the Company maintains liability insurance applicable to directors, officers, employees, agents or fiduciaries, Company, and thereafter for so long as Indemnitee shall be covered by such policies in such a manner as subject to provide Indemnitee any pending or potential Indemnifiable Event, the same rights Company shall use commercially reasonable efforts (taking into account the scope and benefits as are 9 provided amount... of coverage available relative to the most favorably insured cost thereof) to cause to be maintained in effect policies of the Company's directors' and officers' liability insurance providing coverage for directors who are not employees of the Company, if Indemnitee is a director who is not employed by the Company; or of the Company's officers, if Indemnitee is a director and/or officers of the Company that is at least substantially comparable in scope and is also employed amount to that provided by the Company, or is Company's policies of directors' and officers' liability insurance in effect at the date hereof. The minimum AM Best rating for the insurance carriers shall not a director of the Company but is an officer; or in the Company's sole discretion, if Indemnitee is not an officer or director but is an employee, agent or fiduciary. be less than A- VI. In the event of a Change in Control or if the Company's becoming insolvent, Company becomes insolvent or subject to receivership or bankruptcy proceedings, 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, liability insurance policies that provide coverage to Indemnitee for a fixed period of six years thereafter (a "Tail Policy"). Such coverage shall be non-cancellable and shall be placed by the Company's incumbent insurance broker. Such broker shall place at the Tail policy time of such event, and placed with the incumbent insurance carriers using the policies that were in place at the time of such event or with substantially equivalent carriers using substantially comparable policy terms. To the change of control event (unless extent the incumbent carriers will not offer Company maintains an insurance policy or policies providing directors' and officers' liability insurance, Indemnitee shall be covered by such policy or 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 accordance with its or better than the AM Best ratings of the expiring policies). their terms. View More

Liability Insurance. To the extent the Company maintains liability insurance applicable to directors, officers, employees, agents or fiduciaries, Indemnitee shall be covered by such policies in such a manner as to provide Indemnitee the same rights and benefits as are 9 provided to the most favorably insured of the Company's directors who are not employees of the Company, if Indemnitee is a director who is not employed by the Company; or of the Company's officers, if Indemnitee is a director of the Company and is al...so employed by the Company, or is not a director of the Company but is an officer; or in the Company's sole discretion, if Indemnitee is not an officer or director but is an employee, agent or fiduciary. In the event of a Change in Control of Holdco, the Company or the Company's becoming insolvent, General Partner, the Company shall maintain in force any and all insurance policies then maintained by the Company in providing insurance — directors' (directors' and officers' liability, fiduciary, employment practices or otherwise—in otherwise) in respect of the individual directors directors, company secretaries 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 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 Change in Control (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

Liability Insurance. To the extent the Company maintains liability insurance applicable to directors, officers, employees, agents or fiduciaries, Indemnitee shall be covered by such policies in such a manner as to provide Indemnitee the same rights and benefits as are 9 provided to the most favorably insured of the Company's directors who are not employees of the Company, if Indemnitee is a director who is not employed by the Company; or of the Company's officers, if Indemnitee is a director of the Company and is al...so employed by the Company, or is not a director of the Company but is an officer; or in the Company's sole discretion, if Indemnitee is not an officer or director but is an employee, agent or fiduciary. In the event of a Change in Control or the Company's becoming insolvent, Control, the Company shall maintain in force any and all insurance policies then maintained by the Company in providing insurance — directors' (directors' and officers' liability, fiduciary, employment practices or otherwise—in otherwise) in respect of the individual directors directors, company secretaries 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 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 Change in Control (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

Liability Insurance. To the extent the Company maintains liability insurance applicable to directors, officers, employees, agents or fiduciaries, Indemnitee shall be covered by such policies in such a manner as to provide Indemnitee the same rights and benefits as are 9 provided to the most favorably insured of the Company's directors who are not employees of the Company, if Indemnitee is a director who is not employed by the Company; or of the Company's officers, if Indemnitee is a director of the Company and is al...so employed by the Company, or is not a director of the Company but is an officer; or in the Company's sole discretion, if Indemnitee is not an officer or director but is an employee, agent or fiduciary. If, at the time of the receipt of a notice of a claim pursuant to the terms hereof, the Company has directors' and officers' 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. For the duration of Indemnitee's service as a director and/or officer of the Company, and thereafter for so long as Indemnitee shall be subject to any pending or possible Claim, the Company shall use commercially reasonable efforts (taking into account the scope and amount of coverage available relative to the cost thereof) to cause to be maintained in effect policies of directors' and officers' liability insurance providing coverage for directors and/or officers of the Company that is at least substantially comparable in scope and 10 amount to that provided by the Company's current policies of directors' and officers' liability insurance. The minimum AM Best rating for the insurance carriers of such insurance carrier shall be not less than A- VI. In the event of a Change in Control or the Company's becoming insolvent, the Company shall use commercially reasonable efforts (taking into account the scope and amount of coverage available relative to the cost thereof) to maintain in force any and all insurance policies then maintained by the Company in providing insurance — directors' 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 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

Liability Insurance. The Company shall use its commercially reasonable efforts to maintain in full force and effect its liability insurance (as currently in effect or reasonably comparable coverage) applicable to directors, officers, employees, agents or fiduciaries. To the extent the Company maintains liability insurance applicable to directors, officers, employees, agents or fiduciaries, Indemnitee shall be covered by such policies in such a manner as to provide Indemnitee the same rights and benefits as are 9 pro...vided accorded to the most favorably insured of the Company's directors who are not employees of the Company, directors, if Indemnitee is a director who is not employed by the Company; director; or of the Company's officers, if Indemnitee is a director of the Company and is also employed by the Company, or is not a director of the Company but is an officer; or in of the Company's sole discretion, key employees, agents or fiduciaries, if Indemnitee is not an officer or director but is an a key employee, agent or fiduciary. In the event of a Change in 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 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 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 Change in Control event or at the time the Company became Insolvent (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