Common use of Right of Claimant to Bring Suit Clause in Contracts

Right of Claimant to Bring Suit. If a claim for indemnification (following the final disposition of such proceeding) or advancement of expenses under this Article VII is not paid in full within thirty (30) days after a written claim therefor by the Covered Person has been received by the Corporation, the Covered Person may file suit to recover the unpaid amount of such claim and, if successful in whole or in part, shall be entitled to be paid the expense (including attorneys’ fees) of prosecuting such claim. In any such action the Corporation shall have the burden of proving that the Covered Person is not entitled to the requested indemnification or advancement of expenses under applicable law. It shall be a defense to any such action brought to enforce a right to indemnification (but not in an action brought to enforce a right to an advancement of expenses) that the claimant has not met the standards of conduct which make it permissible under the DGCL (or other applicable law) for the Corporation to indemnify the claimant for the amount claimed, but the burden of proving such defense shall be on the Corporation. Neither a contrary determination in the specific case under Section 7.3 nor the absence of any determination thereunder shall be a defense to such application or create a presumption that the claimant has not met any applicable standard of conduct.

Right of Claimant to Bring Suit. If a claim for indemnification (following the final disposition under Section 10.1 of such proceeding) or advancement of expenses under this Article VII X is not paid in full by the Corporation within thirty (30) 30 days after eligibility for a written claim therefor by the Covered Person claim, pursuant to Section 10.3 of this Article X, has been received or determined by the Corporation, the Covered Person claimant may file at any time thereafter bring suit against the Corporation to recover the unpaid amount of such the claim and, if successful in whole or in part, the claimant shall be entitled to be paid also the expense (including attorneys’ fees) of prosecuting such claim. In any such action the Corporation shall have the burden of proving that the Covered Person is not entitled to the requested indemnification or advancement of expenses under applicable law. It shall be a defense to any such action brought to enforce a right to indemnification (but not in other than an action brought to enforce a right claim for expenses incurred in defending any proceeding in advance of its final disposition where the required undertaking, if any is required, has been tendered to an advancement of expensesthe Corporation) that the claimant has not met the standards standard of conduct which make makes it permissible under the DGCL (or other applicable law) Delaware General Corporation Law for the Corporation to indemnify the claimant for the amount claimed, but the burden of proving such defense shall be on the Corporation. Neither the failure of the Corporation (including its board of directors, Independent Counsel or stockholders) to have made a contrary determination prior to the commencement of such action that indemnification of the claimant is proper in the specific case under Section 7.3 circumstances because he or she has met the applicable standard of conduct set forth in the Delaware General Corporation Law, nor an actual determination by the absence Corporation (including its board of any determination thereunder directors, Independent Counsel or stockholders) that the claimant has not met such applicable standard of conduct, shall be a defense to such application the action or create a presumption that the claimant has not met any the applicable standard of conduct.

Right of Claimant to Bring Suit. If a claim for indemnification (following the final disposition of such proceeding) under Article 6.1 or advancement of expenses under this Article VII 6.2 is not paid in full by the Company within thirty (30) days after a written claim therefor by the Covered Person has been received by the CorporationCompany, the Covered Person claimant may file at any time thereafter bring suit against the Company to recover the unpaid amount of such the claim and, if successful in whole or in part, the claimant shall be entitled to be paid also the expense (including attorneys’ fees) of prosecuting such claim. In any such action the Corporation shall have the burden of proving that the Covered Person is not entitled to the requested indemnification or advancement of expenses under applicable law. It shall be a defense to any such action brought to enforce a right to indemnification (but not in an action brought to enforce a right to an advancement of expenses) that the claimant has been determined in a final, nonappealable judgment by a court of competent jurisdiction to have not met the standards of conduct which that make it permissible under the DGCL (or other applicable law) for the Corporation Article 6.1 to indemnify the claimant for the amount claimed, but the . The burden of proving such a defense shall be on the CorporationCompany. Neither the failure of the Company (including its Board or independent legal counsel) to have made a contrary determination prior to the commencement of such action that indemnification of the claimant is proper under the circumstances because he or she has met the applicable standard of conduct set forth in Article 6.1, nor an actual determination by the specific case under Section 7.3 nor Company (including its Board or independent legal counsel) that the absence claimant had not met such applicable standard of any determination thereunder conduct, shall be a defense to such application the action or create a presumption that the claimant has not met any the applicable standard of conduct.

Right of Claimant to Bring Suit. If a claim for indemnification under paragraph (following the final disposition of such proceedinga) or advancement of expenses under this Article VII is not paid in full by the Corporation within thirty (30) days after a written claim therefor by the Covered Person has been received by the Corporation, the Covered Person claimant may file at any time thereafter bring suit against the Corporation to recover the unpaid amount of such the claim and, if successful in whole or in part, the claimant shall be entitled to be paid also the expense (including attorneys’ fees) expenses of prosecuting such claim. In any such action the Corporation shall have the burden of proving that the Covered Person is not entitled to the requested indemnification or advancement of expenses under applicable law. It shall be a defense to any such action brought to enforce a right to indemnification (but not in an action brought to enforce a right to an advancement of expenses) that the claimant has not met the standards of conduct which make it permissible under the DGCL (or other applicable law) Iowa Business Corporation Act for the Corporation to indemnify the claimant for the amount claimed, but the burden of proving such defense shall be on the Corporation. Neither The failure of the Corporation (including its Board of Directors, independent legal counsel, or its shareholders) to have made a contrary determination prior to the commencement of such action that indemnification of the claimant is proper in the specific case under Section 7.3 nor circumstances because he or she has met the absence applicable standard of any determination thereunder conduct set forth in the Iowa Business Corporation Act, shall not be a defense to such application the action or create a presumption that the claimant has had not met any the applicable standard of conduct.

Right of Claimant to Bring Suit. If a claim for indemnification (following the final disposition under Section A of such proceeding) or advancement of expenses under this Article VII is not paid in full by the corporation within thirty sixty (3060) days after a written claim therefor by the Covered Person has been received by the Corporationcorporation, except in the case of a claim for expenses incurred in defending a proceeding in advance of its final disposition, in which case the applicable period shall be twenty (20) days, the Covered Person claimant may file at any time thereafter bring suit against the corporation to recover the unpaid amount of such the claim and, if to the extent successful in whole or in part, the claimant shall be entitled to be paid also the expense (including attorneys’ fees) of prosecuting such claim. In any such action the Corporation The claimant shall have the burden of proving that the Covered Person is not be presumed to be entitled to the requested indemnification or advancement under this Article upon submission of expenses under applicable law. It shall be a defense to any such action brought to enforce a right to indemnification written claim (but not and, in an action brought to enforce a right claim for expenses incurred in defending any proceeding in advance of its final disposition, where the required undertaking has been tendered to an the corporation), and thereafter the corporation shall have the burden of proof to overcome the presumption that the claimant is so entitled. Neither the failure of the corporation (including its board of directors, independent legal counsel or its shareholders) to have made a determination prior to the commencement of such action that indemnification of or reimbursement or advancement of expensesexpenses to the claimant is proper in the circumstances nor an actual determination by the corporation (including its board of directors, independent legal counsel or its shareholders) that the claimant has is not met entitled to indemnification or to the standards reimbursement or advancement of conduct which make it permissible under the DGCL (or other applicable law) for the Corporation to indemnify the claimant for the amount claimed, but the burden of proving such defense shall be on the Corporation. Neither a contrary determination in the specific case under Section 7.3 nor the absence of any determination thereunder expenses shall be a defense to such application the action or create a presumption that the claimant has is not met any applicable standard of conductso entitled.