Common use of Right to Advancement of Expenses Clause in Contracts

Right to Advancement of Expenses. The right to indemnification conferred in Section 2 will include Indemnitee’s right to be paid by the Company the expenses (including attorneys’ fees) incurred in defending a Proceeding in advance of its final disposition (“Expenses”), except that, if Delaware Law so requires, Expenses incurred by Indemnitee in Indemnitee’s capacity as a director or officer of the Company (and not in any other capacity in which service was or is rendered by Indemnitee, including service to an employee benefit plan) will be made only upon delivery to the Company of an undertaking by or on behalf of Indemnitee to repay all Expenses so advanced if it is ultimately determined by final judicial decision from which there is no further right to appeal (“Final Adjudication”) that Indemnitee is not entitled to be indemnified for the those Expenses under this Section 3 or otherwise (“Undertaking”). Indemnitee will not be required to post any bond or provide any other security with respect to an Undertaking.

Right to Advancement of Expenses. The right to indemnification conferred Expenses (including attorneys’ fees, costs and charges) incurred by an Indemnitee in Section 2 will include Indemnitee’s right to defending a Proceeding shall be paid by the Company the expenses (including attorneys’ fees) incurred in defending a Proceeding in advance of its the final disposition of such Proceeding (hereinafter an “Advancement of Expenses”); provided, except however, that, if the Delaware Law so Act requires, an Advancement of Expenses incurred by an Indemnitee in Indemnitee’s his, her or its capacity as a director member, manager or officer of the Company (and not in any other capacity in which service was or is rendered by such Indemnitee, including including, without limitation, service to an employee benefit plan) will shall be made only upon delivery to the Company of an undertaking (an “Undertaking”), by or on behalf of Indemnitee such Indemnitee, to repay all Expenses amounts so advanced if it is shall ultimately be determined by final judicial decision from which there is no further right to appeal (a “Final Adjudication”) that such Indemnitee is not entitled to be indemnified for the those Expenses such expenses under this Section 3 4.2 or otherwise (“Undertaking”). Indemnitee will not be required to post any bond or provide any other security with respect to an Undertakingotherwise.

Right to Advancement of Expenses. The right to indemnification conferred in Section 2 will B of this Article VI shall include Indemnitee’s the right to be paid by the Company Corporation the expenses (including attorneys’ fees) incurred in defending a any Proceeding for which such right to indemnification is applicable in advance of its final disposition (hereinafter an “Advancement of Expenses”); provided, except however, that, if Delaware Law so the DGCL requires, an Advancement of Expenses incurred by an Indemnitee in Indemnitee’s his or her capacity as a director or officer of the Company (and not in any other capacity in which service was or is rendered by such Indemnitee, including including, without limitation, service to an employee benefit plan) will shall be made only upon delivery to the Company Corporation of an undertaking (hereinafter an “Undertaking”), by or on behalf of Indemnitee such Indemnitee, to repay all Expenses amounts so advanced if it is shall ultimately be determined by final judicial decision from which there is no further right to appeal (hereinafter a “Final Adjudication”) that such Indemnitee is not entitled to be indemnified for the those Expenses such expenses under this Section 3 C of Article VI or otherwise (“Undertaking”). Indemnitee will not be required to post any bond or provide any other security with respect to an Undertakingotherwise.