Common use of Prepayment of Expenses Clause in Contracts

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 4 contracts

Samples: Unit Purchase Agreement (Dune Acquisition Corp), Merger Agreement (10X Capital Venture Acquisition Corp. II), Merger Agreement (Dune Acquisition Corp)

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Prepayment of Expenses. The Corporation corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation a Covered Person in defending any Proceeding proceeding in advance of its final disposition; , provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding proceeding shall be made only upon receipt of an undertaking by the person Covered Person to repay all amounts advanced if it should be ultimately determined that the person Covered Person is not entitled to be indemnified under this Article IX VII or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (TAMINCO Corp), Merger Agreement (Sterling Chemicals Inc)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys’ fees) incurred by any current covered person, and may pay the expenses incurred by any employee or former officer or director agent of the Corporation Corporation, in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 2 contracts

Samples: Business Combination Agreement (Priveterra Acquisition Corp.), Merger Agreement (Roth CH Acquisition II Co)

Prepayment of Expenses. The Corporation shall shall, to the fullest extent not prohibited by applicable law law, pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation indemnitee in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 2 contracts

Samples: Business Combination Agreement (ESGEN Acquisition Corp), Business Combination Agreement (ESGEN Acquisition Corp)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited permitted by applicable law pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation Corporation, and may pay the expenses incurred by any employee or agent of the Corporation, in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person Person to repay all amounts advanced if it should be ultimately determined that the person Person is not entitled to be indemnified under this Article IX VIII or otherwise.

Appears in 2 contracts

Samples: Arrangement Agreement and Plan of Merger (Primo Water Corp /CN/), Arrangement Agreement and Plan of Merger (Primo Water Corp /CN/)

Prepayment of Expenses. The Corporation shall shall, to the fullest extent not prohibited by applicable law law, pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation a Person identified in Section 7.1 in defending any Proceeding in advance of its final disposition; , provided, howeverhowever , that, to that the extent required by law, such payment of expenses incurred by a Person identified in Section 7.1 in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person such Person to repay all amounts advanced if it should be ultimately determined that the person such Person is not entitled to be indemnified under this Article IX VII or otherwise.

Appears in 2 contracts

Samples: Board Appointment Agreement, Board Appointment Agreement (National CineMedia, Inc.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including including, without limitation, attorneys’ fees) incurred by any current covered person, and may also pay the expenses incurred by any employee or former officer or director agent of the Corporation Corporation, in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 2 contracts

Samples: Merger Agreement (Avista Public Acquisition Corp. II), Merger Agreement (Ligand Pharmaceuticals Inc)

Prepayment of Expenses. The Corporation shall shall, to the fullest extent not prohibited by applicable law law, pay the expenses (including including, without limitation, attorneys’ fees) incurred by any current or former officer or director of the Corporation in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX X or otherwise.

Appears in 2 contracts

Samples: Business Combination Agreement (Rosecliff Acquisition Corp I), Business Combination Agreement (Rosecliff Acquisition Corp I)

Prepayment of Expenses. The Corporation shall shall, to the fullest extent not prohibited by applicable law law, pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (FAST Acquisition Corp. II), Merger Agreement (FAST Acquisition Corp. II)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation a Covered Person in defending any Proceeding in advance of its final disposition; , provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person Covered Person to repay all amounts advanced if it should be ultimately determined that the person Covered Person is not entitled to be indemnified under this Article IX VII or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Franchise Group, Inc.)

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Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law law, pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation a Covered Person in defending any Proceeding proceeding in advance of its final disposition; provided, however, that, to the extent required by applicable law, such payment of expenses in advance of the final disposition of the Proceeding proceeding shall be made only upon receipt of an undertaking by the person Covered Person to repay all amounts advanced if it should be ultimately determined that the person Covered Person is not entitled to be indemnified under this Article IX VI or otherwise.

Appears in 1 contract

Samples: Business Combination Agreement (Aurora Technology Acquisition Corp.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys’ fees) incurred by any current or former officer or director of the Corporation a Covered Person in defending any Proceeding in advance of its final disposition; , provided, however, that, to the extent required by law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person Covered Person to repay all amounts advanced if it should be ultimately determined that the person Covered Person is not entitled to be indemnified under this Article IX XI or otherwise.

Appears in 1 contract

Samples: Investment Agreement (Crescent Financial Corp)

Prepayment of Expenses. The Corporation shall to To the fullest extent not prohibited by applicable law law, the Corporation shall pay the expenses (including reasonable and documented out-of-pocket attorneys’ fees) incurred by any current or former officer or director of the Corporation a Covered Person in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by applicable law, such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person Covered Person to repay all amounts advanced if it should be ultimately determined that the person Covered Person is not entitled to be indemnified under this Article IX or otherwise.

Appears in 1 contract

Samples: Master Purchase and Sale Agreement (Adma Biologics, Inc.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including attorneys' fees) incurred by any current covered person, and may pay the expenses incurred by any employee or former officer or director agent of the Corporation Corporation, in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX IX- or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Desktop Metal, Inc.)

Prepayment of Expenses. The Corporation shall to the fullest extent not prohibited by applicable law pay the expenses (including including, without limitation, attorneys’ fees) incurred by any current covered person, and may also pay the expenses incurred by any employee or former officer or director agent of the Corporation Corporation, in defending any Proceeding in advance of its final disposition; provided, however, that, to the extent required by law, that such payment of expenses in advance of the final disposition of the Proceeding shall be made only upon receipt of an undertaking by the person to repay all amounts advanced if it should be ultimately determined that the person is not entitled to be indemnified under this Article IX IX- or otherwise.

Appears in 1 contract

Samples: Merger Agreement (Good Works Acquisition Corp.)

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