Common use of Advance Payment of Expenses; Notification and Defense of Claim Clause in Contracts

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), proceeding shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty twenty (3020) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ ' fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), proceeding shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty twenty (3020) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b) or Section 7(b), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty twenty (3020) days after receipt by the Corporation Company of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ ' fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceedingProceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding Proceeding within thirty (30) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is did not entitled to be indemnified by meet the Corporation as authorized by this Agreement or otherwisestandard of conduct described in Section 1(b). Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation Company of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) i. Expenses (including attorneys’ fees) incurred by Indemnitee the Covered Person in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b18(e)(ii), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation Company of (ix) a statement or statements from Indemnitee the Covered Person requesting such advance or advances from time to time, with a copy of the bxxx for the related expenses, and (iiy) an undertaking by or on behalf of Indemnitee the Covered Person to repay all such amount or amountsamounts advanced, only if, and to the extent that, it shall should ultimately be determined that Indemnitee the Covered Person is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee the Covered Person to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation Company of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an a legally binding and irrevocable undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty twenty (3020) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including reasonable attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking undertaking, in substantially the form attached hereto as Exhibit 1, by or on behalf of Indemnitee to repay such amount or amounts, only amounts if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwisefor such Expenses. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty twenty (3020) days after receipt by the Corporation Company of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an a legally binding and irrevocable undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including reasonable attorneys’ fees) incurred or reasonably anticipated to be incurred by the Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty (30) 15 days after receipt by the Corporation of (i) a statement or statements from the Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking undertaking, in substantially the form attached hereto as Exhibit A, by or on behalf of the Indemnitee to repay such amount or amounts, only amounts if, and to the extent that, it shall ultimately be determined that the Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwisefor such Expenses. Such undertaking shall be accepted without reference to the financial ability of the Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty fifteen (3015) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ ' fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty twenty (3020) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) and judgments, fines and amounts paid in settlement that are incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty (30) days (or such shorter period as such amount may be required to be paid by any applicable court) after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) i. Expenses (including attorneys’ fees) incurred by Indemnitee the Covered Person in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b18(e)(ii), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation Company of (ix) a statement or statements from Indemnitee the Covered Person requesting such advance or advances from time to time, with a copy of the xxxx for the related expenses, and (iiy) an undertaking by or on behalf of Indemnitee the Covered Person to repay all such amount or amountsamounts advanced, only if, and to the extent that, it shall should ultimately be determined that Indemnitee the Covered Person is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee the Covered Person to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceedingProceeding, or in connection with an enforcement action pursuant to Section 5(b6(b), shall be paid by the Corporation to Indemnitee in advance of the final disposition of such action, suit or proceeding within thirty Proceeding as soon as practicable but in any event no later than twenty (3020) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined there is a final judicial determination (as to which all rights of appeal therefrom have been exhausted or lapsed) that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceedingProceeding, or in connection with an enforcement action pursuant to Section 5(b6(b), shall be paid by the Corporation Company to Indemnitee in advance of the final disposition of such action, suit or proceeding within thirty Proceeding as soon as practicable but in any event no later than twenty (3020) days after receipt by the Corporation Company of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined there is a final judicial determination (as to which all rights of appeal therefrom have been exhausted or lapsed) that Indemnitee is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation Company of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) an undertaking by or on behalf of Indemnitee to repay such amount or amounts, amounts only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (ai) Expenses (including attorneys’ fees) incurred by Indemnitee the Covered Person in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b18(e)(ii), shall be paid by the Corporation Company in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation Company of (ix) a statement or statements from Indemnitee the Covered Person requesting such advance or advances from time to time, with a copy of the xxxx for the related expenses, and (iiy) an undertaking by or on behalf of Indemnitee the Covered Person to repay all such amount or amountsamounts advanced, only if, and to the extent that, it shall should ultimately be determined that Indemnitee the Covered Person is not entitled to be indemnified by the Corporation Company as authorized by this Agreement or otherwise. Such undertaking shall be accepted without reference to the financial ability of Indemnitee the Covered Person to make such repayment. Advances shall be unsecured and interest-free.

Advance Payment of Expenses; Notification and Defense of Claim. (a) Expenses (including attorneys’ fees) incurred by Indemnitee in defending a threatened or pending civil, criminal, administrative or investigative action, suit or proceeding, or in connection with an enforcement action pursuant to Section 5(b), shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding within thirty (30) days after receipt by the Corporation of (i) a statement or statements from Indemnitee requesting such advance or advances from time to time, and (ii) . Delivery to the Corporation of this Agreement shall constitute an undertaking by or on behalf of Indemnitee to repay such amount or amounts, only if, and to the extent that, it shall ultimately be determined that Indemnitee is not entitled to be indemnified by the Corporation as authorized by this Agreement or otherwise. Such undertaking shall be is accepted without reference to the financial ability of Indemnitee to make such repayment. Advances shall be unsecured and interest-free.