Undertaking. If the Proceeding arose in connection with Indemnitee's service as a director or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, to repay all Expense Advances if it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties that Indemnitee is not entitled to be indemnified by the Company.
Appears in 10 contracts
Samples: Indemnification Agreement (Synergy 2000 Inc), Indemnification Agreement (Rubicon Medical Corp), Indemnification Agreement (Rubicon Medical Corp)
Undertaking. If the Proceeding arose in connection with Indemnitee's service as a director or an officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties that Indemnitee is not entitled to be indemnified by the Companyunder this Agreement or otherwise.
Appears in 7 contracts
Samples: Corporation Indemnification Agreement (Internap Corp), Indemnification Agreement (Peets Coffee & Tea Inc), Indemnification Agreement (Onyx Software Corp/Wa)
Undertaking. If the Proceeding arose in connection with Indemnitee's service as a director or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's his or her representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if and to the extent that it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties and the question that Indemnitee is not entitled to be indemnified by the Companyfor such Expense Advance under this Agreement or otherwise.
Appears in 4 contracts
Samples: Stock Purchase and Shareholders Agreement (Bsquare Corp /Wa), Indemnification Agreement (Globaltel Resources Inc), Indemnification Agreement (Bsquare Corp /Wa)
Undertaking. If the Proceeding arose in connection with Indemnitee's ’s service as a director or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's his or her representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's ’s financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if and to the extent that it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties and the question that Indemnitee is not entitled to be indemnified by the Companyfor such Expense Advance under this Agreement or otherwise.
Appears in 3 contracts
Samples: Funding Agreement (Omeros Corp), Indemnification Agreement (Varolii CORP), Form of Indemnification Agreement (Digi Outdoor Media Inc.)
Undertaking. If the Proceeding arose in connection with Indemnitee's ’s service as a director or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's ’s representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's ’s financial ability to make repayment, by or on behalf of Indemnitee, to repay all Expense Advances if it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties that Indemnitee is not entitled to be indemnified by the Company.
Appears in 2 contracts
Samples: Indemnification Agreement (WCI Communities, Inc.), Corporation Indemnification Agreement (Northwest Airlines Corp)
Undertaking. If the Proceeding arose in connection with Indemnitee's service as a director or an officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's his representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if and to the extent that it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties and the question that Indemnitee is not entitled to be indemnified by the Companyfor such Expense Advance under this Agreement or otherwise.
Appears in 2 contracts
Samples: Indemnification Agreement (Aris Corp/), Indemnification Agreement (Aris Corp/)
Undertaking. If the Proceeding arose in connection with Indemnitee's service as a director or an officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if it shall ultimately be determined by a final, unappealable decision rendered by a court having competent jurisdiction over the parties that Indemnitee is not entitled to be indemnified by the Companyunder this Agreement or otherwise.
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Undertaking. If the Proceeding arose in connection with Indemnitee's ’s service as a director or an officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company while serving as an officer of the Company), then Indemnitee or Indemnitee's ’s representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's ’s financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if and to the extent that it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties and the subject matter that Indemnitee is not entitled to be indemnified by the Companyfor under this Agreement or otherwise.
Appears in 1 contract
Samples: Indemnification Agreement Officer (Cowlitz Bancorporation)
Undertaking. If the Proceeding arose in connection with Indemnitee's service as a director or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties that Indemnitee is not entitled to be indemnified by the Companyunder this Agreement.
Appears in 1 contract
Samples: Indemnification Agreement (Eroom System Technologies Inc)
Undertaking. If the Proceeding arose in connection with IndemniteeXxxxxxxxxx's service as a director or and/or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's his representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if and to the extent that it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties and the question that Indemnitee is not entitled to be indemnified by the Companyfor such Expense Advance under this Agreement or otherwise.
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Undertaking. If the Proceeding arose in connection with Indemnitee's service as a director or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's financial ability to make repayment, by or on behalf of Indemnitee, to repay all Expense Advances if it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties that Indemnitee is not entitled to be indemnified by the Companyunder this Agreement or otherwise.
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Undertaking. If the Proceeding arose in connection with Indemnitee's ’s service as a director or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company while serving as a director of the Company), then Indemnitee or Indemnitee's ’s representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's ’s financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if and to the extent that it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties and the subject matter that Indemnitee is not entitled to be indemnified by the Companyfor under this Agreement or otherwise.
Appears in 1 contract
Samples: Indemnification Agreement Director (Cowlitz Bancorporation)
Undertaking. If the Proceeding arose in connection with Indemnitee's ’s service as a director or and/or officer of the Company (and not in any other capacity in which Indemnitee rendered service, including service to any Related Company), then Indemnitee or Indemnitee's his or her representative shall have executed and delivered to the Company an undertaking, which need not be secured and shall be accepted without reference to Indemnitee's ’s financial ability to make repayment, by or on behalf of Indemnitee, Indemnitee to repay all Expense Advances if and to the extent that it shall ultimately be determined by a final, unappealable decision rendered by a court having jurisdiction over the parties and the question that Indemnitee is not entitled to be indemnified by for such Expense Advance under this Agreement or otherwise. No interest shall be charged on any obligation to reimburse the CompanyCompany for an Expense Advance.
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