Liability Insurance Clause Example with 26 Variations from Business Contracts

Liability Insurance. To the extent the The Company maintains an insurance shall use its reasonable best efforts to purchase and maintain a policy or policies of insurance with reputable insurance companies providing directors' and officers' Indemnitee with coverage for any liability insurance, asserted against, or incurred by, Indemnitee or on Indemnitee's behalf by reason of the fact that Indemnitee is or was or has agreed to serve as a director, officer, employee or agent of the Company, or while serving as a dire...ctor or officer of the Company, is or was serving or has agreed to serve on behalf of or at the request of the Company as a director, officer, employee or agent (which, for purposes hereof, shall include a trustee, fiduciary, partner or manager or similar capacity) of another corporation, limited liability company, partnership, joint venture, trust, employee benefit plan or other enterprise, or arising out of Indemnitee's status as such, whether or not the Company would have the power to indemnify the Indemnitee against such liability under the provisions of this Agreement. Such insurance policies shall be covered by such have coverage terms and policy limits at least as favorable to Indemnitee as the insurance coverage provided to any other director or policies in accordance with its or their terms to the maximum extent officer of the coverage available for the Company's directors and officers. Company. If the Company has such insurance in effect at the time the Company receives from Indemnitee any notice of the commencement of an action, suit or proceeding, the Company shall give prompt notice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the policy. 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 policy. View More

Liability Insurance. To the extent the The Company maintains an insurance shall use its reasonable best efforts to purchase and maintain a policy or policies of insurance with reputable insurance companies providing directors' and officers' liability insurance, the Indemnitee with coverage for any liability asserted against, or incurred by, the Indemnitee or on the Indemnitee's behalf by reason of the fact that the Indemnitee is or was or has agreed to serve as a director, officer, employee or agent of the Company, ...or while serving as a director or officer of the Company, is or was serving or has agreed to serve on behalf of or at the request of the Company as a director, officer, employee or agent (which, for purposes hereof, shall be covered by include a trustee, fiduciary, partner or manager or similar capacity) of another corporation, limited liability company, partnership, joint venture, trust, employee benefit plan or other enterprise, or arising out of the Indemnitee's status as such, whether or not the Company would have the power to indemnify the Indemnitee against such liability under the provisions of this Agreement. Such insurance policies shall have coverage terms and policy or policies in accordance with its or their terms limits at least as favorable to the maximum extent Indemnitee as the insurance coverage provided to any other director or officer of the coverage available for the Company's directors and officers. Company. If the Company has such insurance in effect at the time the Company receives from the Indemnitee any notice of the commencement of an action, suit or proceeding, the Company shall give prompt notice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the policy. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding in accordance with the terms of such policy. View More

Liability Insurance. To the extent the Company maintains an insurance policy or policies providing directors' and officers' liability insurance, the Indemnitee shall be covered by such policy or policies policies, in accordance with its or their terms terms, to the maximum extent of the coverage available for any director or officer of the Company or any of its subsidiaries, depending on the Indemnitee's position therewith, and the Company shall use commercially reasonable efforts to maintain such coverage in effect... in accordance with its terms. In all policies providing such insurance, the Indemnitee shall be named as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's directors officers and officers. If the Company has such insurance in effect at the time the Company receives from Indemnitee any notice of the commencement of an action, suit or proceeding, the directors. The Company shall give prompt notice of the commencement of such action, suit or proceeding any Proceeding to the insurers in accordance with the procedures set forth in the policy. The Company respective policies and shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Proceeding in accordance with the terms of such policy. policies. 3 7. Settlement of Claims. The Company shall not be liable to indemnify the Indemnitee under this Agreement (a) for any amounts paid in settlement of any action or claim effected without the Company's written consent, which consent shall not be unreasonably withheld; or (b) for any judicial award if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense of such action. View More

Liability Insurance. To the extent the Company maintains an insurance policy or policies providing directors' and officers' liability insurance, the 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 the Company's directors and officers. If the Company has such insurance in effect at the time the Company receives from Indemnitee any notice of the commencement of an action, suit or proceeding, the Company shall give prompt n...otice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the policy. 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 policy. 7 11. Period of Limitations. No legal action shall be brought and no cause of action shall be asserted by or in the right of the Company against Indemnitee, Indemnitee's spouse, heirs, executors or personal or legal representatives after the expiration of two years from the date of accrual of such cause of action, and any claim or cause of action of the Company shall be extinguished and deemed released unless asserted by the timely filing of a legal action within such two-year period; provided, however, that if any shorter period of limitations is otherwise applicable to any such cause of action such shorter period shall govern. View More

Liability Insurance. To the extent the Company maintains an insurance policy or policies providing directors' and officers' liability insurance, the 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 the Company's directors and officers. If the Company has such insurance in effect at the time the Company receives from Indemnitee any notice of the commencement of an action, suit or proceeding, the Company shall give prompt n...otice of the commencement of such action, suit or proceeding to the insurers in accordance with the procedures set forth in the policy. 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 policy. 5 10. Period of Limitations. No legal action shall be brought and no cause of action shall be asserted by or in the right of the Company against Indemnitee, Indemnitee's spouse, heirs, executors or personal or legal representatives after the expiration of two years from the date of accrual of such cause of action, and any claim or cause of action of the Company shall be extinguished and deemed released unless asserted by the timely filing of a legal action within such two-year period; provided, however, that if any shorter period of limitations is otherwise applicable to any such cause of action such shorter period shall govern. View More

Liability Insurance. To the extent the Company maintains an insurance policy or policies providing directors' and officers' liability insurance, the Indemnitee shall be covered by such policy or policies policies, in accordance with its or their terms terms, to the maximum extent of the coverage available for the Company's directors and officers. any Company director or officer. If the Company has such insurance in effect at the time the Company receives from Indemnitee any notice of the commencement of an action, s...uit suit, or proceeding, the Company shall give prompt notice of the commencement of such action, suit suit, or proceeding to the insurers in accordance with the procedures set forth in the applicable policy. 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 policy. If at any time (i) such insurance ceases to cover acts and omissions occurring during all or any part of the period of Indemnitee's Corporate Status or (ii) neither the Company nor any of its subsidiaries maintains any such insurance, the Company shall ensure that Indemnitee is covered, with respect to acts and omissions prior to such date, for at least six years (or such shorter period as is available on commercially reasonable terms) from such time, by other directors and officers liability insurance, in amounts and on terms (including the portion of the period of Indemnitee's Corporate Status covered) no less favorable to Indemnitee than the amounts and terms of the liability insurance maintained by the Company on the date hereof. View More

Liability Insurance. To the extent the The Company maintains an insurance shall maintain a policy or policies of insurance with commercially reasonable insurance companies providing directors' directors and officers' officers with coverage for any liability insurance, asserted by reason of the fact that they are serving as a director or officer or have agreed to serve as a director, officer, employee or agent of another enterprise. Indemnitee shall be covered by such policy or policies in accordance with its or thei...r terms to the maximum extent of the coverage available for any of the Company's directors and officers. If the Company has such insurance in effect at the time the Company receives from Indemnitee any notice of the commencement of an action, suit suit, proceeding or proceeding, Claim, the Company shall give prompt notice of the commencement of such action, suit suit, proceeding or proceeding Claim to the its insurers thereunder in accordance with the procedures set forth in the policy. therein. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of any such action, suit, proceeding or Claim in accordance with the terms of such policy. policies. View More

Liability Insurance. To the extent the The Company maintains an insurance shall maintain a policy or policies of insurance with insurance companies providing directors' directors and officers' officers with coverage for any liability insurance, asserted by reason of the fact that they are serving as a director or officer or have agreed to serve as a director, officer, employee or agent of another enterprise. Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum e...xtent of the coverage available for any of the Company's directors and officers. If the Company has such insurance in effect at the time the Company receives from Indemnitee any notice of the commencement of an action, suit suit, proceeding or proceeding, Claim, the Company shall give prompt notice of the commencement of such action, suit suit, proceeding or proceeding Claim to the its insurers thereunder in accordance with the procedures set forth in the policy. therein. The Company shall thereafter take all necessary or desirable action actions to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of any such action, suit, proceeding or Claim in accordance with the terms of such policy. policies. View More

Liability Insurance. To Except as otherwise agreed to by the Company and Indemnitee in a written agreement, to the extent the Company maintains an insurance policy or policies providing directors' and officers' liability insurance, the Indemnitee shall be covered by such that policy or policies those policies, in accordance with its or their terms terms, to the maximum extent of the coverage available for the Company's directors and officers. If the any Company has such insurance in effect at the time the Company re...ceives from Indemnitee any notice of the commencement of an action, suit director or proceeding, officer. In addition, the Company shall give prompt notice of the commencement of such action, suit or proceeding any Claim to the insurers in accordance with the procedures set forth in the policy. respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of the Indemnitee, all amounts payable as a result of such proceeding Claim in accordance with the terms of such policy. policies. View More

Liability Insurance. To the extent the Company maintains an insurance policy or policies providing directors' and officers' liability insurance, the The Indemnitee shall be covered by such the applicable directors' and officers' liability insurance policy or policies in accordance with its or their terms to the maximum extent of the coverage available for the Company's directors and officers. If When the Company has such insurance in effect at or the time the Company Bank receives from Indemnitee any notice of the c...ommencement of an action, suit suit, or proceeding, the Company shall give prompt notice of the commencement of such the action, suit suit, or proceeding shall be provided to the insurers in accordance with the procedures set forth in of the policy. applicable liability insurance policy or policies. The Company or the Bank shall thereafter take all necessary or desirable action to cause such insurers to pay, pay on behalf of Indemnitee, Indemnitee all amounts payable as a result of such the proceeding in accordance with the terms of such policy. the policy or policies. View More