Common use of Advancing Expenses Clause in Contracts

Advancing Expenses. The Company shall pay the expenses (including attorneys' fees and disbursements) incurred in good faith by an indemnified representative in advance of the final disposition of a proceeding described in Section 7(a) or the initiation of or participation in which is authorized pursuant to Section 7(e) upon receipt of an undertaking by or on behalf of the indemnified representative to repay the amount if it is ultimately determined that such indemnified representative is not entitled to be indemnified by the Company pursuant to this Section 7. The financial ability of an indemnified representative to repay an advance shall not be a prerequisite to the making of such advance.

Appears in 2 contracts

Samples: Management Services Agreement (E Sync Networks Inc), Contribution Agreement (E Sync Networks Inc)

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Advancing Expenses. The Company Corporation shall pay the expenses (including attorneys' fees and disbursements) incurred in good faith by an indemnified representative Indemnified Representative in advance of the final final disposition of a proceeding Proceeding described in Section 7(a) 12.1 or the initiation of or participation in which is authorized pursuant to Section 7(e) 12.2 upon receipt of an undertaking by or on behalf of the indemnified representative Indemnified Representative to repay the amount if it is ultimately determined pursuant to Section 12.6 that such indemnified representative person is not entitled to be indemnified indemnified by the Company Corporation pursuant to this Section 7Article XII. The financial financial ability of an indemnified representative Indemnified Representative to repay an advance shall not be a prerequisite to the making of such an advance.

Appears in 1 contract

Samples: Palci Membership Agreement

Advancing Expenses. The Company shall pay the expenses (including attorneys' fees and disbursements) incurred in good faith by an indemnified representative Indemnified Representative in advance of the final disposition of a proceeding Proceeding described in Section 7(a13(b) or the initiation of or participation in which is authorized pursuant to Section 7(e13(c) upon receipt of an undertaking by or on behalf of the indemnified representative Indemnified Representative to repay the amount if it is ultimately determined that such indemnified representative person is not entitled to be indemnified by the Company pursuant to this Section 7Section. The financial ability of an indemnified representative Indemnified Representative to repay an advance shall not be a prerequisite to the making of such advance.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (ARAMARK FHC Kansas, Inc.)

Advancing Expenses. The Company corporation shall pay the expenses ------------------ (including attorneys' fees and disbursements) incurred in good faith by an indemnified representative in advance of the final disposition of a proceeding described in Section 7(a) 1 or the initiation of or participation in which is authorized pursuant to Section 7(e) 2 upon receipt of an undertaking by or on behalf of the indemnified representative to repay the amount if it is ultimately determined pursuant to Section 6 that such indemnified representative person is not entitled to be indemnified by the Company corporation pursuant to this Section 7Article. The financial ability of an indemnified representative to repay an advance shall not be a prerequisite to the making of such advance.

Appears in 1 contract

Samples: Commercial Aggregates Transportation & Sales LLC

Advancing Expenses. The Company shall pay the expenses (including attorneys' attorneys fees and disbursements) incurred in good faith by an indemnified representative Indemnified Representative in advance of the final disposition of a proceeding Proceeding described in Section 7(a13(b) or the initiation of or participation in which is authorized pursuant to Section 7(e13(c) upon receipt of an undertaking by or on behalf of the indemnified representative Indemnified Representative to repay the amount if it is ultimately determined that such indemnified representative person is not entitled to be indemnified by the Company pursuant to this Section 7Section. The financial ability of an indemnified representative Indemnified Representative to repay an advance shall not be a prerequisite to the making of such advance.

Appears in 1 contract

Samples: Operating Agreement (Professional Teleconcepts, Inc.)

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Advancing Expenses. The Company Corporation shall pay the expenses (including attorneys' fees and disbursements) incurred in good faith by an indemnified representative Indemnified Representative in advance of the final disposition of a proceeding Proceeding described in Section 7(a) 12.1 or the initiation of or participation in which is authorized pursuant to Section 7(e) 12.2 upon receipt of an undertaking by or on behalf of the indemnified representative Indemnified Representative to repay the amount if it is ultimately determined pursuant to Section 12.6 that such indemnified representative person is not entitled to be indemnified by the Company Corporation pursuant to this Section 7Article XII. The financial ability of an indemnified representative Indemnified Representative to repay an advance shall not be a prerequisite to the making of such an advance.

Appears in 1 contract

Samples: Palci Membership Agreement

Advancing Expenses. The Company corporation shall pay the expenses (including attorneys' fees and disbursements) incurred in good faith by an indemnified representative in advance of the final disposition of a proceeding described in Section 7(a) 1 or the initiation of or participation in which is authorized pursuant to Section 7(e) 2 upon receipt of an undertaking by or on behalf of the indemnified representative to repay the amount if it is ultimately determined pursuant to Section 6 that such indemnified representative person is not entitled to be indemnified by the Company corporation pursuant to this Section 7Article. The financial ability of an indemnified representative to repay an advance shall not be a prerequisite to the making of such advance.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Execufirst Bancorp Inc)

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