Common use of Advancement of Expenses; Defense of Claim Clause in Contracts

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contrary, the Indemnitors shall be jointly and severally obligated to advance, to the extent not prohibited by law, any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances shall be unsecured and interest free. Advances shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. (a) Notwithstanding any provision of this Agreement to the contrary, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances advancement of Expenses solely upon the execution and delivery to the Company of an unsecured, unbonded written undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereofCompany. b. (b) The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. (a) Notwithstanding any provision of this Agreement to the contrary, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 thirty (30) days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and shall include or be preceded or accompanied by a written undertaking by or on behalf of Indemnitee to repay any Expenses advanced to the extent and only to the extent that it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company. Any advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contraryExcept as otherwise provided herein, the Indemnitors Corporation shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 thirty (30) days after the receipt by the Company Corporation of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and shall include or be preceded or accompanied by a written undertaking by or on behalf of Indemnitee to repay any Expenses advanced to the extent and only to the extent that it is ultimately determined that Indemnitee is not entitled to be indemnified by the Corporation. Any advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances these Bylaws; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company Corporation to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company Corporation will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. (a) Notwithstanding any provision of this Agreement to the contrary, the Indemnitors shall be jointly and severally obligated to advance, to the fullest extent not prohibited permitted by applicable law, any and all the Corporation shall pay for or reimburse to Indemnitee the reasonable Expenses incurred by the Indemnitee in connection with any Proceeding within 30 days after in advance of the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any the Proceeding. Advances shall be unsecured and interest free. Advances shall be made without regard To request such an advance payment or reimbursement, Indemnitee must submit to the Corporation a written statement in a form reasonably acceptable to the Corporation that (i) sets forth in reasonable detail the Expenses to be advanced, (ii) contains a written affirmation of Indemnitee’s ability to repay good-faith belief that Indemnitee has met the advances standard of conduct described in Section 33-8-510 of the 1976 Code of Laws of South Carolina, as amended, or any successor provision of applicable law, and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of (iii) is accompanied by an undertaking substantially in the form of Exhibit A hereto providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that Indemnitee did not meet the Indemnitee is not entitled standard of conduct. All advances shall be unsecured and interest free and shall be made without regard to Indemnitee’s ability to repay the Expenses. Authorization of advancement of expenses shall be indemnified by made using the Indemnitors. This procedures set forth in Section 9 7. (b) Section 5(a) shall not apply to any claim made by Indemnitee for which indemnification is excluded under pursuant to Section 8 hereof4. b. (c) The Company will Corporation shall be entitled to participate reasonably in the Proceeding at its own expenseexpense in the defense of any Proceeding to which Indemnitee is a party.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contraryExcept as otherwise provided herein, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 ten (10) days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and shall include or be preceded or accompanied by a written undertaking by or on behalf of Indemnitee to repay any Expenses advanced to the extent and only to the extent that it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company. Any advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contrary, the Indemnitors shall be jointly and severally obligated to advance, to the extent not prohibited by law, any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances shall be unsecured and interest free. Advances shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contrary(a) Except as otherwise provided herein, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 thirty (30) days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and shall include or be preceded by a written undertaking by or on behalf of Indemnitee to repay any Expenses advanced to the extent and only to the extent that (i) it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company or (ii) the Expenses advanced pursuant to this Section 9 exceed the Expenses actually incurred in connection with such Proceeding. (b) Any advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. (c) The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contrary, the Indemnitors shall be jointly and severally obligated to advance, to the extent not prohibited by law, any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances shall be unsecured and interest free. Advances shall be made without regard to the Indemnitee’s 's ability to repay the advances and without regard to the Indemnitee’s 's ultimate entitlement to indemnification under the other provisions of this Agreement. Advances shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. (a) Notwithstanding any provision of this Agreement to the contrary, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances advancement of Expenses solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereofCompany. b. (b) The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contrary, the Indemnitors shall be jointly and severally obligated to advance, to the extent not prohibited by law, any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances shall be unsecured and interest free. Advances shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. (a) Notwithstanding any provision of this Agreement to the contrary, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 twenty (20) days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances advancement of Expenses solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereofCompany. b. (b) The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contraryExcept as otherwise provided herein, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 thirty (30) days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and shall include or be preceded or accompanied by a written undertaking by or on behalf of Indemnitee to repay any Expenses advanced to the extent and only to the extent that it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company. Any advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision of this Agreement to the contrary(a) Except as otherwise provided herein, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 thirty (30) days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and, only to the extent required by applicable law which cannot be waived, shall include or be preceded by a written undertaking by or on behalf of Indemnitee to repay any Expenses advanced to the extent and only to the extent that (i) it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company or (ii) the Expenses advanced pursuant to this Section 9 exceed the Expenses actually incurred in connection with such Proceeding. (b) Any advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. (c) The Company will be entitled to participate reasonably in the Proceeding at its own expense.

Advancement of Expenses; Defense of Claim. a. Notwithstanding any provision Subject to the other terms and conditions of this Agreement to the contraryAgreement, the Indemnitors Company shall be jointly and severally obligated to advance, to the extent not prohibited by law, advance any and all Expenses incurred by the Indemnitee in connection with any Proceeding within 30 thirty (30) days after the receipt by the Company of a statement or statements requesting such advances from time to time, whether prior to or after final disposition of any Proceeding. Advances Such statement or statements shall reasonably evidence the Expenses incurred by Indemnitee and shall include or be preceded or accompanied by a written undertaking by or on behalf of Indemnitee to repay any Expenses advanced to the extent and only to the extent that it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company. Any advances (i) shall be unsecured and interest free. Advances ; (ii) shall be made without regard to the Indemnitee’s ability to repay the advances and without regard to the Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances ; and (iii) shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Company to support the advances claimed. The Indemnitee shall qualify for advances solely upon the execution and delivery to the Company of an undertaking providing that the Indemnitee undertakes to repay the advance to the extent and only to the extent that it is ultimately determined that the Indemnitee is not entitled to be indemnified by the Indemnitors. This Section 9 shall not apply to any claim made by Indemnitee for which indemnification is excluded under Section 8 hereof. b. The Company will be entitled to participate reasonably in the Proceeding at its own expense.