AFFIRMATION AND UNDERTAKING. This Affirmation and Undertaking is submitted pursuant to the Director Indemnification Agreement, dated as of , (the “Indemnification Agreement”), between American Software, Inc., a Georgia corporation (the “Company”), and the undersigned. Capitalized terms used and not otherwise defined herein have the meanings ascribed to such terms in the Indemnification Agreement. The undersigned hereby requests [payment], [advancement], [reimbursement] by the Company of Expenses which the undersigned [has incurred] [reasonably expects to incur] in connection with (the “Indemnifiable Claim”). The undersigned hereby affirms his or her good faith belief that either (1) he has met the relevant standard of conduct described in Section 14-2-851 of the Georgia Business Corporation Code (the “Code”) with respect to the matters, actions or events from which the Indemnifiable Claim arose or (2) the Indemnifiable Claim involves conduct for which liability has been eliminated under a provision of the Company’s articles of incorporation as authorized by paragraph (4) of subsection (b) of Section 14-2-202 of the Code. The undersigned hereby undertakes to repay the [payment], [advancement], [reimbursement] of Expenses made by the Company to or on behalf of the undersigned in response to the foregoing request if it is determined, following the final disposition of the Indemnifiable Claim and in accordance with Section 7 of the Indemnification Agreement, that the undersigned is not entitled to indemnification by the Company under the Indemnification Agreement with respect to the Indemnifiable Claim.
AFFIRMATION AND UNDERTAKING. This Undertaking is made on ________________,_______, pursuant to the Indemnification Agreement between CHARTER FINANCIAL CORPORATION, a Maryland corporation (the “Corporation”), and ________________(“Indemnitee”).
AFFIRMATION AND UNDERTAKING. This Undertaking is made on April 7th, 2010, pursuant to the Indemnification Agreement between RUBY TUESDAY, INC., a Georgia corporation (the Corporation”), and _____________________, an officer, member of the Board of Directors or other employee or agent of the Corporation (”Indemnitee”),
AFFIRMATION AND UNDERTAKING. All reasonable Expenses incurred by the Indemnitee in connection with a proceeding shall be paid by the Company from the first dollar, in advance of the final disposition of the proceeding and without the determination specified in Section 2.7 of this Agreement or Sections F or G of Article 2.02-1 of the Act, promptly upon receipt by the Company of:
AFFIRMATION AND UNDERTAKING. This Affirmation and Undertaking is submitted pursuant to the Director Indemnification Agreement, dated as of ___________ ___, ____ (the “Indemnification Agreement”), between Logility, Inc., a Georgia corporation (the “Company”), and the undersigned. Capitalized terms used and not otherwise defined herein have the meanings ascribed to such terms in the Indemnification Agreement. The undersigned hereby requests [payment], [advancement], [reimbursement] by the Company of Expenses which the undersigned [has incurred] [reasonably expects to incur] in connection with ______________________ (the “Indemnifiable Claim”). The undersigned hereby affirms his or her good faith belief that either (1) he has met the relevant standard of conduct described in Section 14-2-851 of the Georgia Business Corporation Code (the “Code”) with respect to the matters, actions or events from which the Indemnifiable Claim arose or (2) the Indemnifiable Claim involves conduct for which liability has been eliminated under a provision of the Company’s articles of incorporation as authorized by paragraph (4) of subsection (b) of Section 14-2-202 of the Code. The undersigned hereby undertakes to repay the [payment], [advancement], [reimbursement] of Expenses made by the Company to or on behalf of the undersigned in response to the foregoing request if it is determined, following the final disposition of the Indemnifiable Claim and in accordance with Section 7 of the Indemnification Agreement, that the undersigned is not entitled to indemnification by the Company under the Indemnification Agreement with respect to the Indemnifiable Claim.
AFFIRMATION AND UNDERTAKING. This Undertaking is made on _____________, pursuant to the Indemnification Agreement, dated as of October 25, 2013 (the “Indemnification Agreement”), between SED INTERNATIONAL HOLDINGS, INC., a Georgia corporation (the “Corporation”), and ______________ (“Indemnitee”). Capitalized terms used herein, but not defined, shall have the meaning given such terms in the Indemnification Agreement.
