Common use of Prepayment of Expenses Clause in Contracts

Prepayment of Expenses. The Company shall pay the expenses (including attorneys’ fees) incurred in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager or Officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager or Officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 or otherwise.

Appears in 48 contracts

Samples: Limited Liability Company Agreement (Lbi Media Inc), Limited Liability Company Agreement (Century Communities of Nevada Realty, LLC), Limited Liability Company Operating Agreement (Century Communities of Nevada Realty, LLC)

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Prepayment of Expenses. The Company shall pay the expenses (including attorneys’ fees) incurred in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager or Officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager or Officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 16 or otherwise.

Appears in 6 contracts

Samples: Operating Agreement (Lbi Media Inc), Operating Agreement (Lbi Media Inc), Operating Agreement (Lbi Media Inc)

Prepayment of Expenses. The Company Corporation shall pay the expenses (including attorneys' fees) incurred by a director or officer in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager director or Officer officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 Article Seventh or otherwise.

Appears in 4 contracts

Samples: Registration Rights Agreement (Liberty Media Corp /De/), Registration Rights Agreement (New Unitedglobalcom Inc), Registration Rights Agreement (Liberty Media Corp /De/)

Prepayment of Expenses. The Company Corporation shall pay the expenses (including attorneys’ fees) incurred by an Indemnitee in defending any proceeding Proceeding in advance of its final disposition, ; provided, however, that the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding Proceeding shall be made only upon receipt of an undertaking (an “Undertaking”) by or on behalf of the Manager director or Officer officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 Article or otherwise.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Double Eagle Acquisition Corp.), Joinder Agreement (Sentinel Energy Services Inc.)

Prepayment of Expenses. The Company Corporation shall pay the expenses (including attorneys’ fees) incurred by a director or officer in defending any proceeding in advance of its final disposition, provided, however, that that, to the extent required by law, the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager director or Officer officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 Article XIII or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Towers Watson & Co.), Agreement and Plan of Merger (Willis Group Holdings PLC)

Prepayment of Expenses. The Company shall pay the expenses (including attorneys' fees) incurred in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager or Officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager or Officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 or otherwise.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (UCP, Inc.)

Prepayment of Expenses. The Company corporation shall pay the expenses (including attorneys’ fees) incurred by any officer or director of the corporation, and may pay the expenses incurred by any employee or agent of the corporation, in defending any proceeding in advance of its final disposition, ; provided, however, that the payment of expenses incurred by a Manager or Officer person in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager or Officer person to repay all amounts advanced if it should be ultimately determined that the director or officer person is not entitled to be indemnified under this Section 15 Article XI or otherwise.

Appears in 1 contract

Samples: Master Security Agreement (Tengion Inc)

Prepayment of Expenses. The Company shall corporation may, in its discretion, pay the expenses (including attorneys' fees) incurred in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager director or Officer officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 Article or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Computer Sciences Corp)

Prepayment of Expenses. The Company Corporation shall pay the expenses (including attorneys' fees) incurred by a director or officer in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager director or Officer officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 paragraph or otherwise.

Appears in 1 contract

Samples: Liberty Media Corp /De/

Prepayment of Expenses. The Company shall pay the expenses (including attorneys’ attorneys fees) incurred by a Covered Person in defending any proceeding Proceeding in advance of its final disposition, provided, however, that that, to the extent required by applicable law, such payment of expenses incurred by a Manager or Officer in advance of the final disposition of the proceeding Proceeding shall be made only upon receipt of an undertaking by the Manager or Officer Covered Person to repay all amounts advanced if it should be ultimately determined that the director or officer Covered Person is not entitled to be indemnified under this Section 15 Article IV or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Williams Scotsman International Inc)

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Prepayment of Expenses. The Company Corporation shall pay the expenses (including attorneys' fees) incurred in defending any proceeding in advance of its final disposition, provided, provided however, that the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager director or Officer officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 paragraph or otherwise.

Appears in 1 contract

Samples: Rights Agreement (Gemstar International Group LTD)

Prepayment of Expenses. The Company shall corporation may, in its discretion, pay the expenses (including attorneys’ fees) incurred in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager director or Officer officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 Article or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sra International, Inc.)

Prepayment of Expenses. The Company shall may, in its discretion, pay the expenses (including attorneys' fees) incurred by such Manager or officer in defending any such proceeding in advance of its final disposition, provided, however, provided that the such advance payment of expenses incurred by a Manager or Officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager or Officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 or otherwise.made

Appears in 1 contract

Samples: Operating Agreement (Rock Tenn Co)

Prepayment of Expenses. The Company shall pay the expenses (including attorneys’ fees) incurred by any Covered Person or any officer, director, employee or agent of the Predecessor in defending any proceeding Claim in advance of its final disposition, ; provided, however, that the payment of expenses incurred by a Manager or Officer person in advance of the final disposition of the proceeding Claim shall be made only upon receipt of an undertaking by the Manager or Officer person to repay all amounts advanced if it should be ultimately determined that the director or officer person is not entitled to be indemnified under this Section 15 Article 8 or otherwise.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Dell Inc)

Prepayment of Expenses. The Company corporation shall pay the expenses (including attorneys’ fees) incurred in defending any proceeding in advance of its final disposition, provided, however, that the payment of expenses incurred by a Manager director or Officer officer in advance of the final disposition of the proceeding shall be made only upon receipt of an undertaking by the Manager or Officer director of officer to repay all amounts advanced if it should be ultimately determined that the director or officer is not entitled to be indemnified under this Section 15 Article or otherwise.

Appears in 1 contract

Samples: Employment Agreement (United Shields Corp/Oh/)

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