Example ContractsClausesinsolvency proceedings, etcVariants
Remove:

Proceedings. For purposes of this Agreement, the term “proceeding” shall be broadly construed and shall include, without limitation, any threatened, pending, or completed action, suit, arbitration, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, and whether formal or informal in any case, in which Indemnitee was, is or will be involved as a party or otherwise by reason of: # the fact that Indemnitee is or was a director or officer of the Company, the Parent or another affiliate; # the fact that any action taken by Indemnitee or of any action on Indemnitee’s part while acting as director, officer, employee or agent of the Company, the Parent or another affiliate; or # the fact that Indemnitee is or was serving at the request of the Company, the Parent, or another affiliate as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, and in any such case described above, whether or not serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, or advancement of expenses may be provided under this Agreement.

Proceedings. For purposes of this Agreement, the term “proceeding” shall be broadly construed and shall include, without limitation, any threatened, pending, or completed action, suit, claim, counterclaim, cross claim, arbitration, mediation, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearinghearing, or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, and whether formal or informal in any case, in which Indemnitee was, is or will be involved as a .party, potential party, non-party witness, or otherwise by reason of: # the fact that Indemnitee is or was a director or officer of the Company, the Parent or another affiliate;Company; # the fact thatof any action taken by Indemnitee (or a failure to take action by Indemnitee) or of any action (or failure to act) on Indemnitee’s part while acting as director, officer, employee or agent of the Company, the Parent or another affiliate;an Agent; or # the fact that Indemnitee is or was serving at the request of the Company, the Parent, or another affiliateCompany as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, employee benefit planplan, or other enterprise, and in any such case described above, whether or not serving in any such capacity at the time any liability or expenseExpense is incurred for which indemnification, reimbursement, or advancement of expensesExpenses may be provided under this Agreement. If the Indemnitee believes in good faith that a given situation may lead to or culminate in the institution of a proceeding, this shall be considered a proceeding under this paragraph.

Proceedings. For purposes of this Agreement, theThe term “proceeding”“Proceeding” shall be broadly construed and shall include, without limitation,mean any threatened, pending,pending or completed action, suit, arbitration, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearing or any other actual, threatenedproceeding (including, without limitation, an appeal therefrom), formal or completed proceeding,informal, whether brought in the rightname of the Company or otherwise andotherwise, whether of a civil, criminal, administrative or investigative nature, and whether formalby, in or informalinvolving a court or an administrative, other governmental or private entity or body (including, without limitation, an investigation by the Company or its Board), in any case, in which the Indemnitee was, is or will be involved as a party or otherwiseotherwise, by reason of:of # the fact that the Indemnitee is or was a director (or a director appointee) or an executive officer of the Company, the Parent or another affiliate; # the fact that any action taken by Indemnitee or of any action on Indemnitee’s part while acting as director, officer, employee or agent of the Company, the Parent or another affiliate; or # the fact that Indemnitee is or was serving at the request of the Company, the Parent, or another affiliateCompany as a director, officer, employee oran agent of another corporation, partnership, joint venture, trust, employee benefit planenterprise, # any actual or other enterprise, andalleged act or omission or neglect or breach of duty, including, without limitation, any actual or alleged error or misstatement or misleading statement, which the Indemnitee commits or suffers while acting in any such capacity, or # the Indemnitee attempting to establish or establishing a right to indemnification or advancement of expenses pursuant to this Agreement, the Articles, applicable law or otherwise, in each case described above, whether or not the Indemnitee is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, or advancement of expenses mayindemnification can be provided under this Agreement.

Proceedings. For purposes of this Agreement, theThe term “proceeding”“Proceeding” shall be broadly construed and shall include, without limitation,include any threatened, pending,pending or completed action, suit, claim, counterclaim, cross claim, arbitration, mediation, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil, criminal, administrativeadministrative, legislative, or investigative (formal or informal) nature, and whether formal or informal inincluding any case,appeal therefrom, in which Indemnitee was, is or will be involved as a party, potential party, non-party witness or otherwise by reason of: #of the fact that Indemnitee is or was a director or officer of the Company, the Parent or another affiliate; # the fact thatby reason of any action taken by Indemniteehim (or a failure to take action by him) or of any action (or failure to act) on Indemnitee’shis part while acting as director, officer, employee or agent of the Company, the Parent or another affiliate; or # the fact that Indemnitee is or was serving at the request of the Company, the Parent, or another affiliate as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, andpursuant to his Corporate Status, in any sucheach case described above, whether or not serving in any such capacity at the time any liability or expenseExpense is incurred for which indemnification, reimbursement, or advancement of expenses mayExpenses can be provided under this Agreement. If the Indemnitee believes in good faith that a given situation may lead to or culminate in the institution of a Proceeding, this shall be considered a Proceeding under this paragraph.

Proceedings. For purposes of this Agreement, the term “proceeding” shall be broadly construed and shall include, without limitation,Proceeding” includes any actual, threatened, pending,pending or completed action, suit, arbitration, alternate dispute resolution mechanism, tribunal, investigation,investigation (formal or informal), inquiry, administrative hearing or any other actual, threatenedthreatened, pending or completed proceeding, whether brought by or in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, and whether formal or informal in any case,nature, in which Indemnitee was, isis, may be or will be involved as a partyparty, witness or otherwiseotherwise, by reason of: # the fact that Indemnitee isof Indemnitee’s Corporate Status or was a director or officerby reason of the Company, the Parent or another affiliate; # the fact that any action taken by Indemnitee or of any actioninaction on Indemnitee’Indemnitee’s part while acting as director, officer, employeeemployees, fiduciary, trustee or agent of the Company, the Parent or another affiliate; or # the fact that Indemnitee is or was serving at the request of the Company, the Parent, or another affiliate as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, and in any suchCompany (in each case described above, whether or not he is acting or serving in any such capacity or has such status at the time any liability or expense is incurred for which indemnification, reimbursement,indemnification or advancement of expenses mayExpenses can be provided under this Agreement.Agreement). If the Indemnitee believes in good faith that a given situation may lead to or culminate in the institution of a Proceeding, this shall be considered a Proceeding under this paragraph.

Proceedings. For purposes of this Agreement, theThe term “proceeding”Proceeding shall be broadly construed and shall include, without limitation,include any threatened, pending, or completed action, suit, arbitration, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearingsuit or any other actual, threatened or completed proceeding, whether brought by or in the right of the CompanyCorporation or otherwise and whether of a civil, criminal, administrative or investigative nature, and whether formal or informal in any case, in which Indemnitee was, ismay be or will bemay have been involved as a party or otherwiseotherwise, by reason of: #of the fact that Indemnitee is or was a director Director and/or officerOfficer of the Company,Corporation or any subsidiary of the Parent or another affiliate; # the fact thatCorporation, by reason of any action taken by Indemnitee or of any actioninaction on Indemnitee’shis or her part while acting as director, officer, employee such a Director and/or agentOfficer, or by reason of the Company, the Parent or another affiliate; or # the fact that Indemniteehe or she is or was serving at the request of the Company, the Parent, or another affiliateCorporation as a director, officer, member or manager, partner, trustee, employee or agent of another corporation, domestic or foreign, non-profit or for-profit, a limited liability company or a partnership, joint venture, trust, employee benefit plantrust or other enterprise, andenterprise; in any sucheach case described above, whether or not he or she is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement,indemnification or advancement of expenses mayreimbursement can be provided under this Agreement.

Proceedings. For purposes of this Agreement, the term “proceeding”Proceeding shall be broadly construed and shall include, without limitation,include any threatened, pending, or completed action, suit, arbitration, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company or otherwise and whether of a civil, criminal, administrativeadministrative, or investigative nature, and whether formal or informal in any case, in which Indemnitee was, isis, or will be involved as a partyparty, as a witness, or otherwiseotherwise, by reason of: #of the fact that Indemnitee is or was a directordirector, officer, agent, or officeradvisor of the Company, the Parent or another affiliate; # the fact thatby reason of any action taken by Indemniteehim or of any actioninaction on Indemnitee’shis part while acting as a director, officer, employeeagent, or agentadvisor of the Company, the Parent or another affiliate; or #by reason of the fact that Indemniteehe is or was serving at the request of the Company, the Parent, or another affiliateCompany as a director, officer, employeeemployee, agent, or agentadvisor of another corporation, partnership, joint venture, trust, employee benefit planlimited liability company, or other entity or enterprise, and in any sucheach case described above, whether or not he is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement,indemnification or advancement of expenses mayreimbursement can be provided under this Agreement.Agreement; provided, that any such action which is brought by Indemnitee to enforce his rights under this Agreement shall not be a Proceeding without prior approval of a majority of the board of directors of the Company.

Proceedings. For purposes of this Agreement, the term “proceeding” shall be broadly construed and shall include, without limitation,(j) “Proceeding” includes any threatened, pending,pending or completed action, suit, arbitration, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought by or in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, and whether formal or informal in any case,investigative, in which Indemnitee was, is or will be involved as a party or otherwiseotherwise, by reason of: #of the fact that Indemnitee is or was aan officer or director or officer of the Company, the Parent or another affiliate; # the fact that, by reason of any action taken by Indemniteehim or her or of any actioninaction on Indemnitee’shis or her part while acting as director, officer, employeean officer or agentdirector of the Company, the Parent, or another affiliate; or #by reason of the fact that Indemniteehe or she is or was serving at the request of the Company, the Parent, or another affiliate as a director, officer, employeeemployee, agent or agentfiduciary of another corporation, partnership, joint venture, trust, employee benefit plantrust or other enterprise, andEnterprise; in any sucheach case described above, whether or not he or she is acting or serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, or advancement of expenses mayindemnification can be provided under this Agreement; including one pending on or before the date of this Agreement, but excluding one initiated by an Indemnitee pursuant to Section 7 of this Agreement to enforce his or her rights under this Agreement.

Proceedings. For purposes of this Agreement, the term “proceeding” shall be broadly construed and shall include, without limitation,Proceeding” means any threatened, pending,pending or completed action, suit, claim, counterclaim, cross claim, arbitration, mediation, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil, criminal, administrativeadministrative, legislative, or investigative (formal or informal) nature, and whether formal or informal inincluding any case,appeal therefrom, in which Indemnitee was, is or will be involved as a party, potential party, non-party witness or otherwise by reason of: #of the fact that Indemnitee is or was a director or officer of the Company, the Parent or another affiliate; # the fact that any action taken by Indemnitee or of any action on Indemnitee’s part while acting as director, officer, employee or agent of the Company, the Parentby reason of any action taken by Indemnitee (or a failure to take action by Indemnitee) or another affiliate; or # the fact that Indemnitee is or was serving at the request of the Company, the Parent, or another affiliate as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, andany action (or failure to act) on Indemnitee’s part while acting pursuant to Indemnitee’s Corporate Status, in any sucheach case described above, whether or not serving in any such capacity at the time any liability or expenseExpense is incurred for which indemnification, reimbursement, or advancement of expenses mayExpenses can be provided under this Agreement.

Proceedings. For purposes of this Agreement, the term “proceeding” shall be broadly construed and shall include, without limitation,Proceeding” means any threatened, pending,pending or completed action, suit, arbitration, alternate dispute resolution mechanism, tribunal, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, and whether formal or informal in any case, in which Indemnitee was, is or will be involved as a party or otherwise by reason of: # the fact that Indemnitee is or was a director or officer of the Company, the Parent or another affiliate; # the fact that any action taken by Indemnitee or of any action on Indemnitee’s part while acting as director, officer, employee or agent of the Company, the Parent or another affiliate; or # the fact that Indemnitee is or was serving at the request of the Company, the Parent, or another affiliate as a director,Manager, officer, employee or agent of anotherthe Company or as a director, trustee, officer, partner, manager, managing member, fiduciary, employee or agent of any other foreign or domestic corporation, partnership, limited liability company, joint venture, trust, employee benefit plan or other enterprise, andenterprise that such person is or was serving in any such capacity at the request of the Company, in each case described above, whether or not serving in any such capacity at the time any liability or expense is incurred for which indemnification, reimbursement,reimbursement or advancement of expenses maycan be provided under this Agreement; provided, however, that the term “Proceeding” shall not include any action, suit or arbitration, or part thereof, initiated by Indemnitee to enforce Indemnitee’s rights under this Agreement as provided for in Section 11 of this Agreement.

Load more...
Select clause to view document information.

Draft better contracts
faster with AllDrafts

AllDrafts is a cloud-based editor designed specifically for contracts. With automatic formatting, a massive clause library, smart redaction, and insanely easy templates, it’s a welcome change from Word.

And AllDrafts generates clean Word and PDF files from any draft.