Expenses of Judicial Determination Sample Clauses

Expenses of Judicial Determination. In the event that Xxxxxxxxxx commences a proceeding pursuant to this Section 7 to enforce a right of Indemnitee under this Agreement, then, to the extent that Indemnitee is successful on the merits or otherwise in such proceeding, or in connection with any claim, issue or matter therein, Indemnitee shall be indemnified by the Company against Expenses actually and reasonably incurred by Indemnitee in connection with such proceeding.
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Expenses of Judicial Determination. In the event that Xxxxxxxxxx commences a proceeding pursuant to this Section 7 to enforce a right of Indemnitee under this Agreement, then, to the extent that Indemnitee is successful on the merits or otherwise in such proceeding, or in connection with any claim, issue or matter therein, Indemnitee shall be indemnified by the Company against Expenses actually and reasonably incurred by Indemnitee in connection with such proceeding. Indemnitee may commence litigation against the Company in the Franklin County Court of Common Pleas of the State of Ohio to obtain indemnification or advancement of Expenses provided by this Agreement in the event that (a) a determination is made pursuant to Section 5 of this Agreement that Indemnitee is not entitled to indemnification under this Agreement, (b) the Company does not advance Expenses pursuant to Section 3 of this Agreement, (c) the determination of entitlement to indemnification is not made pursuant to Section 5 of this Agreement within the Determination Period, (d) the Company does not indemnify Indemnitee pursuant to Section 2 of this Agreement within thirty (30) days after a determination has been made that Indemnitee is entitled to indemnification, or (e) in the event that the Company or any other person takes or threatens to take any action to declare this Agreement void or unenforceable, or institutes any litigation or other action or Proceeding designed to deny, or to recover from, the Indemnitee the benefits provided or intended to be provided to the Indemnitee hereunder.
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Related to Expenses of Judicial Determination

  • Arbitration; Expenses Each party shall pay the fees and expenses of its appointed member and one-half the fees and expenses of the chair or single arbitrator.

  • ARBITRATION AND ATTORNEYS' FEES Any controversy or claim arising out of or relating to this Agreement, or breach thereof, including without limitation claims against either party, its affiliates employees, professionals, officers or directors shall be settled by binding arbitration in Los Angeles, California, in accordance with the Commercial Rules of the American Arbitration Association. The arbitrator shall be an active member of the California bar. In the proceeding, the arbitrator shall apply California substantive law and the California Evidence Code, except that the arbitrator's authority in awarding damages shall be interpreted under New York law. The arbitrator shall prepare an award in writing, which shall include factual findings and any legal conclusions on which the decision is based. Judgment upon any award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof. In any such proceeding, the prevailing party shall be entitled, in addition to any other relief awarded or adjudged, such sum as the Arbitrator(s) may fix as and for reasonable attorneys' fees and costs, and the same shall be included in the award and any judgment.

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