Common use of Prepayment of Expenses Clause in Contracts

Prepayment of Expenses. The Corporation shall pay the expenses (including attorneys' fees) incurred by a Covered Person 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 Covered Person to repay all amounts advanced if it should be ultimately determined that the Covered Person is not entitled to be indemnified under this Article VII or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Brenneman Gregory D), Agreement and Plan of Merger (Hawaiian Airlines Inc/Hi)

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Prepayment of Expenses. The Corporation shall pay the expenses (including attorneys' fees) incurred by a Covered Person 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 a Proceeding shall be made only upon receipt of an undertaking by the Covered Person to repay all amounts advanced if it should be ultimately determined that the Covered Person is not entitled to be indemnified under this Article VII 8 or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Hawaiian Airlines Inc/Hi), Agreement and Plan of Merger (Brenneman Gregory D)

Prepayment of Expenses. The Corporation shall pay the expenses (including attorneys' fees) incurred by a Covered Person in defending any Proceeding proceeding in advance of its final disposition; provided, PROVIDEDhowever, HOWEVER, that, to that the extent required by law, such payment of expenses incurred by a Director or officer in advance of the final disposition of the Proceeding proceeding shall be made only upon receipt of an undertaking by the Covered Person Director or officer to repay all amounts advanced if it should be ultimately determined that the Covered Person Director or officer is not entitled to be indemnified under this Article VII or otherwise.

Appears in 2 contracts

Samples: Securities Purchase Agreement (MDNA Life Sciences, Inc.), Securities Purchase Agreement (MDNA Life Sciences, Inc.)

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Prepayment of Expenses. The Corporation Company shall pay the expenses (including attorneys' fees) incurred by a Covered Person an Indemnitee in defending any Proceeding proceeding in advance of its final disposition, PROVIDED, HOWEVER, that, to that the extent required by law, such payment of expenses incurred by a representative to the Management Committee or officer in advance of the final disposition of the Proceeding proceeding shall be made only upon receipt of an undertaking by the Covered Person such individual to repay all amounts advanced if it should be ultimately determined that the Covered Person individual is not entitled to be indemnified under this Article VII Section 4.l(d) or otherwise.

Appears in 1 contract

Samples: Operating Agreement (Teletech Holdings Inc)

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