Common use of Advancement and Repayment of Expenses Clause in Contracts

Advancement and Repayment of Expenses. (a) In the event that Director employs his own counsel pursuant to Section 6(b)(i) through (iii) above, Corporation shall advance to Director, prior to any final disposition of any threatened or pending action, suit or proceeding, whether civil, criminal, administrative or investigative, any and all reasonable expenses (including legal fees and expenses) incurred in investigating or defending any such action, suit or proceeding within ten (10) days after receiving copies of invoices presented to Director for such expenses. (b) Director agrees that Director will reimburse Corporation for all reasonable expenses paid by Corporation in defending any civil or criminal action, suit or proceeding against Director in the event and only to the extent it shall be ultimately determined by a final judicial decision (from which there is no right of appeal) that Director is not entitled, under applicable law, the Bylaws, this Agreement or otherwise, to be indemnified by Corporation for such expenses.

Appears in 5 contracts

Samples: Indemnification Agreement (Ants Software Inc), Indemnification Agreement (Hyperbaric Systems), Indemnification Agreement (Hyperbaric Systems)

AutoNDA by SimpleDocs

Advancement and Repayment of Expenses. (a) In the event that Director employs his Director's own counsel pursuant to Section 6(b)(i) through (iii6(b) above, Corporation shall advance to Director, prior to any final disposition of any threatened or pending action, suit or proceeding, whether civil, criminal, administrative or investigative, any and all reasonable expenses (including legal fees and expenses) incurred in investigating or defending any such action, suit or proceeding within ten (10) days after receiving copies of invoices presented to Director for such expenses. (b) Director agrees that Director will reimburse Corporation for all reasonable expenses paid by Corporation in defending any civil or criminal action, suit or proceeding against Director in the event and only to the extent it shall be ultimately determined by a final judicial decision (from which there is no right pursuant to the procedure specified in Section 145(d) of appeal) the Code that Director is not entitled, under applicable lawthe provisions of the Code, the Bylaws, this Agreement or otherwise, to be indemnified by Corporation for such expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Xoma Corp /De/)

Advancement and Repayment of Expenses. (a) In the event that Director Officer employs his own counsel pursuant to Section 6(b)(i) through (iii) above, Corporation shall advance to DirectorOfficer, prior to any final disposition of any threatened or pending action, suit or proceeding, whether civil, criminal, administrative or investigative, any and all reasonable expenses (including legal fees and expenses) incurred in investigating or defending any such action, suit or proceeding within ten (10) days after receiving copies of invoices presented to Director Officer for such expenses. (b) Director Officer agrees that Director he will reimburse Corporation for all reasonable expenses paid by Corporation in defending any civil or criminal action, suit or proceeding against Director Officer in the event and only to the extent it shall be ultimately determined by a final judicial decision (from which there is no right of appeal) that Director Officer is not entitled, under applicable law, the Bylaws, this Agreement or otherwise, to be indemnified by Corporation for such expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Ants Software Inc)

Advancement and Repayment of Expenses. (a) In the event that Director employs his own counsel pursuant to Section 6(b)(i6(b) (i) through (iii) above, Corporation shall advance to Director, prior to any final disposition of any threatened or pending action, suit or proceeding, whether civil, criminal, administrative or investigative, any and all reasonable expenses (including legal fees and expenses) incurred in investigating or defending any such action, suit or proceeding within ten (10) days after receiving copies of invoices presented to Director for such expenses. (b) Director agrees that Director will reimburse Corporation for all reasonable expenses paid by Corporation in defending any civil or criminal action, suit or proceeding against Director in the event and only to the extent it shall be ultimately determined by a final judicial decision (from which there is no right of appeal) that Director is not entitled, under applicable lawthe provisions of the Code, the Bylaws, this Agreement or otherwise, to be indemnified by Corporation for such expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Amdahl Corp)

AutoNDA by SimpleDocs

Advancement and Repayment of Expenses. (a) In the event that Director employs his its own counsel pursuant to Section 6(b)(i7 (b) through (iiii) above, Corporation shall advance to Director, prior to any final disposition of any threatened or pending action, suit or proceeding, whether civil, criminal, administrative or investigative, any and all reasonable expenses (including legal fees and expenses) incurred in investigating or defending any such action, suit or proceeding within ten (10) days after receiving copies of invoices presented to by Director for such expenses. (b) Director agrees that Director will to reimburse Corporation for all reasonable expenses paid by Corporation in defending any civil or criminal action, suit or proceeding against Director in the event and only to the extent it shall be ultimately determined by a final judicial decision (from which there is no right of appeal) that Director is not entitled, under applicable lawthe provisions of the Corporation Law, the BylawsBy-laws, this Agreement or otherwise, to be indemnified by Corporation for such expenses.

Appears in 1 contract

Samples: Indemnification Agreement (World Airways Inc /De/)

Advancement and Repayment of Expenses. (a) In the event that Director employs his or her own counsel pursuant to Section 6(b)(i) through (iii) above, Corporation shall advance to Director, prior to any final disposition of any threatened or pending action, suit or proceeding, whether civil, criminal, administrative or investigative, any and all reasonable expenses (including legal fees and expenses) incurred in investigating or defending any such action, suit or proceeding within ten (10) days after receiving copies of invoices presented to Director for such expenses.; and (b) Director agrees that Director will reimburse Corporation for all reasonable expenses paid by Corporation in defending any civil or criminal action, suit or proceeding against Director in the event and only to the extent it shall be ultimately determined by a final judicial decision (from which there is no right of appeal) that Director is not entitled, under applicable law, the Articles or Bylaws, this Agreement or otherwise, to be indemnified by Corporation for such expenses.

Appears in 1 contract

Samples: Indemnification Agreement (Cisco Systems Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!