Common use of Contribution Payment Clause in Contracts

Contribution Payment. To the extent the indemnification provided for under any provision of this Agreement is Determined not to be permitted under applicable law, the Company, in lieu of indemnifying Director, shall, to the fullest extent permitted by law, contribute to the amount of any and all Expenses, Fines or Losses incurred or paid by Director for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Director, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Director) who may be at fault (collectively, including the Company, the “Third Parties”), on the other hand.

Contribution Payment. To the extent the indemnification provided for under any provision of this Agreement is Determined not to be permitted under applicable law, the Company, in lieu of indemnifying Director, shall, to the fullest extent permitted by law, contribute to the amount of any and all Expenses, Fines or Losses incurred or paid by Director for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Director, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Director) who may be at fault (collectively, including the Company, the “"Third Parties”"), on the other hand.