Service by the Indemnitee. The Indemnitee agrees to serve and/or continue to serve as a director or officer of the Company faithfully and will discharge his/her duties and responsibilities to the best of his/her ability so long as the Indemnitee is duly elected or qualified in accordance with the provisions of the Restated and Amended Articles of Incorporation (as may be amended from time to time, the “Articles”) and Bylaws (as may be amended from time to time, the “Bylaws”) of the Company, the Georgia Business Corporation Code, as amended (the “GBCC”), and any other applicable law in effect on the date of this Agreement and from time to time, or until his/her earlier death, resignation or removal. The Indemnitee may at any time and for any reason resign from such position (subject to any other contractual obligation or other obligation imposed by operation by law), in which event the Company shall have no obligation under this Agreement to continue the employment or directorship of the Indemnitee. Nothing in this Agreement shall confer upon the Indemnitee the right to continue in the employ of the Company or as a director of the Company or affect the right of the Company to terminate the Indemnitee’s employment at any time in the sole discretion of the Company, with or without cause, subject to any contract rights of the Indemnitee created or existing otherwise than under this Agreement.
Appears in 2 contracts
Sources: Indemnification Agreement (Cousins Properties Inc), Indemnification Agreement (Cousins Properties Inc)
Service by the Indemnitee. The Indemnitee agrees to serve and/or continue to serve as a director or officer of the Company faithfully and will discharge his/her duties and responsibilities to the best of his/her ability so long as the Indemnitee is duly elected or qualified in accordance with the provisions of the Amended and Restated Certificate of Incorporation, as amended, and Amended Articles of Incorporation (as may be amended from time to time, (the “ArticlesCertificate”) ), and the Bylaws (of the Company, as amended, as may be amended from time to time, (the “Bylaws”) of the Company, Company and the Georgia Business General Corporation CodeLaw of the State of Delaware, as amended (the “GBCCDGCL”), and any other applicable law in effect on the date of this Agreement and from time to time, or until his/her earlier death, resignation or removal. The Indemnitee may at any time and for any reason resign from such position (subject to any other contractual obligation or other obligation imposed by operation by law), in which event the Company shall have no obligation under this Agreement to continue to retain the employment or directorship of the IndemniteeIndemnitee in any such position. Nothing in this Agreement shall confer upon the Indemnitee the right to continue in the employ of the Company or as a director of the Company or affect the right of the Company to terminate the Indemnitee’s employment or service at any time in the sole discretion of the Company, with or without cause, subject to any contract rights of the Indemnitee created or existing otherwise than under this Agreement.
Appears in 1 contract
Service by the Indemnitee. The Indemnitee agrees to serve and/or continue to serve as a director director, officer, employee or officer other agent of the Company faithfully and will discharge his/her duties and responsibilities to the best of his/her ability so long as the Indemnitee is duly elected or qualified in accordance with the provisions of the Restated and Amended Articles Company’s Certificate of Incorporation (Incorporation, as may be amended or restated from time to time, time (the “ArticlesCertificate”) and Bylaws (or the Company’s Bylaws, as may be amended or restated from time to time, time (the “Bylaws”) and the General Corporation Law of the Company, the Georgia Business Corporation CodeState of Delaware, as amended from time to time (the “GBCCDGCL”), and any other applicable law in effect on the date of this Agreement and from time to time, or until his/her earlier death, resignation or removal. The Indemnitee may at any time and for any reason resign from such position (subject to any other contractual obligation or other obligation imposed by operation by law), in which event the Company shall have no obligation under this Agreement to continue to retain the employment or directorship of the IndemniteeIndemnitee in any such position. Nothing in this Agreement shall confer upon the Indemnitee the right to continue in the employ of the Company or as a director of the Company or affect the right of the Company to terminate the Indemnitee’s employment or service at any time in the sole discretion of the Company, with or without cause, subject to any contract rights of the Indemnitee created or existing otherwise than under this Agreement.
Appears in 1 contract
Sources: Indemnification Agreement (Northern Technologies International Corp)