Indemnitee agrees that Indemnitee will, at the pleasure of the [[Organization A:Organization]] or the Board of Directors of Company, as the case may be, serve or continue to serve as an Officer (as defined herein); provided, however, that nothing herein, express or implied, shall be deemed to be an employment contract nor to grant any rights to Indemnitee for any specific period of continued employment by one or more of Company and its Affiliates.

Services by Indemnitee. Indemnitee agrees to [continue to] serve as a director and/or an officer of the Company. Indemnitee may at any time and for any reason resign from such position (subject to any contractual obligation the Indemnitee may have under any other agreement).

Agreement to Serve. The Indemnitee agrees to serve as a director and/or officer of the Company, as applicable, for so long as the Indemnitee is duly elected or appointed or until the Indemnitee tenders her resignation. This Agreement shall not be deemed an employment agreement between the Company (or any of its subsidiaries or Enterprise) and the Indemnitee. This Agreement shall continue in force after the Indemnitee has ceased to serve as an officer of the Company or, at the request of the Company, of any of its subsidiaries or Enterprise, as provided in Section 12 hereof.

Indemnitee is willing to serve, or to continue to serve, as a director, officer, employee or agent of the Company, as the case may be, if Indemnitee is furnished the indemnity provided for herein by the Company.

The Company desires and has requested Indemnitee to serve or continue to serve as a director, officer, employee or agent of the Company, as the case may be, and has proffered this Agreement to Indemnitee as an additional inducement to serve in such capacity.

Agreement to Serve. Indemnitee agrees to continue to serve as director and/or officer of the Company and, from time to time, certain subsidiaries of the Company, at the will of the Company or under separate contract, as the case may be, for so long as he/she is duly elected or appointed or until such time as he/she tenders his/her resignation in writing or he/she is removed from such position. Nothing herein shall create any right to continued employment or appointment.

Section # Services to the Company. Indemnitee agrees to serve as a [director][officer] of the Company. Indemnitee may at any time and for any reason resign from such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company will have no obligation to continue to allow Indemnitee to serve in such position either pursuant to this Agreement or otherwise. This Agreement will not be construed as giving Indemnitee any right to serve as a director or to be retained in the employ of the Company (or any other Enterprise).

Services to the Company. Indemnitee agrees to serve and continue to serve as a director or officer of the Company. The provisions of this Agreement shall also apply to any future service by Indemnitee as a director, officer, employee or agent of the Company or service at the request of the Company as a director, officer, employee, agent or fiduciary of another corporation, partnership, joint venture, trust or other enterprise, undertaken after the date of this Agreement. Indemnitee may at any time and for any reason resign from such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in such position. This Agreement shall not be deemed an employment contract between the Company (or any of its Subsidiaries or any Enterprise) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee’s employment with the Company (or any of its Subsidiaries or any Enterprise), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or any of its Subsidiaries or any Enterprise), or, with respect to service as a director or officer of the Company, by the Certificate of Incorporation, the Company’s By-Laws, and the DGCL. The foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve as a director or officer, as provided in 16.

Indemnitee is willing to serve, or to continue to serve, as a director, officer, employee or agent of the Company or Parent, as the case may be, if Indemnitee is furnished the indemnity provided for herein by the Company.

Section # Services to the Company. Indemnitee agrees to serve as a[n] [director] [and] [officer] of the Company. Indemnitee may at any time and for any reason resign from such position (subject to any other contractual obligation or any obligation imposed by operation of law), in which event the Company shall have no obligation under this Agreement to continue Indemnitee in such position. This Agreement shall not be deemed an employment contract between the Company (or of its subsidiaries or any Enterprise) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee’s employment with the Company (or of its subsidiaries or any Enterprise), if any, is at will, and the Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company (or of its subsidiaries or any Enterprise), other applicable formal severance policies duly adopted by the Board, or, with respect to service as a director or officer of the Company, by the Certificate of Incorporation, the Company’s Bylaws, and the DGCL. The foregoing notwithstanding, this Agreement shall continue in force after Indemnitee has ceased to serve as a[n] [director] [or] [officer] of the Company, as provided in Section 16 hereof.