Common use of Prepayment of Expenses Clause in Contracts

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Spectranetics Corp), Loan and Security Agreement (Achaogen Inc), Loan and Security Agreement (Relypsa Inc)

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Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX VI or otherwise.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Kythera Biopharmaceuticals Inc), Agreement and Plan of Merger (Allergan PLC), Agreement and Plan of Merger (Allergan PLC)

Prepayment of Expenses. The Corporation shall shall, to the fullest extent not prohibited by applicable law law, as the same exists or may hereafter be amended, 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, a Covered Person in defending any Proceeding proceeding in advance of its final disposition; provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding proceeding shall be made only upon receipt of an undertaking by or on behalf of the person Covered Person to repay all amounts advanced if it should be ultimately determined that the person Covered Person is not entitled to be indemnified under this Article IX VII or otherwise.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Baker Hughes Inc), Limited Liability Company Agreement (General Electric Co), Transaction Agreement and Plan of Merger (Baker Hughes Inc)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including including, without limitation, attorneys’ fees) incurred by any officer or director of the Corporationcovered person, and may also 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, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 2 contracts

Samples: Transition Services Agreement (Ligand Pharmaceuticals Inc), Transition Services Agreement (Avista Public Acquisition Corp. II)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person Person to repay all amounts advanced if it should be ultimately determined that the person Person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Conyers Park II Acquisition Corp.), Common Stock Purchase Agreement (Nesco Holdings, Inc.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX XV or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Complete Genomics Inc), Agreement and Plan of Merger (Complete Genomics Inc)

Prepayment of Expenses. The Corporation shall shall, to the fullest extent not prohibited by applicable law law, as the same exists or may hereafter be amended, 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, a Covered Person in defending any Proceeding proceeding in advance of its final disposition; , provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding proceeding shall be made only upon receipt of an undertaking by or on behalf of the person Covered Person to repay all amounts advanced if it should be ultimately determined that the person Covered Person is not entitled to be indemnified under this Article IX VII or otherwise.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Baker Hughes Inc), Transaction Agreement and Plan of Merger (Baker Hughes Inc)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX V or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gannett Co., Inc.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX VI or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kythera Biopharmaceuticals Inc)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including including, without limitation, attorneys’ fees) incurred by any director or officer or director of the Corporation, and may also 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, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX X or otherwise.

Appears in 1 contract

Samples: Registration Rights Agreement (Locust Walk Acquisition Corp.)

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Prepayment of Expenses. The Corporation shall to To the fullest extent not prohibited by applicable law the Corporation shall pay the expenses (including attorneys’ fees) incurred by any officer or director of the Corporationcovered person, 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 1 contract

Samples: Business Combination Agreement (Learn CW Investment Corp)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys’ fees) incurred by any officer or director of the Corporationcovered person, 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, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 1 contract

Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including including, without limitation, attorneys’ fees) incurred by any officer or director of the Corporationcovered person, and may also 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, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX IX- or otherwise.

Appears in 1 contract

Samples: Subscription Agreement (Good Works Acquisition Corp.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including including, without limitation, attorneys’ fees) incurred by any director or officer or director of the Corporation, and may also 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, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 1 contract

Samples: Business Combination Agreement (Sandbridge Acquisition Corp)

Prepayment of Expenses. The In addition to the obligation to indemnify conferred in Section 9.1, the Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys’ fees) incurred by any officer or director of the Corporationcovered person, 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, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 1 contract

Samples: Registration Rights Agreement (Golden Arrow Merger Corp.)

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