Prepayment of Expenses. The Corporation may pay or reimburse the reasonable expenses incurred in defending any proceeding in advance of its final disposition if the Corporation has received in advance an undertaking by the person receiving such payment or reimbursement to repay all amounts advanced if it should be ultimately determined that he or she is not entitled to be indemnified under this Article VIII or otherwise. The Corporation may require security for any such undertaking.
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Samples: Agreement and Plan of Merger (Cme Group Inc.), Merger Agreement (Cbot Holdings Inc), Agreement and Plan of Merger (Cbot Holdings Inc)
Prepayment of Expenses. The Corporation may shall pay or reimburse the reasonable expenses incurred in defending any proceeding in advance of its final disposition if the Corporation has received in advance an undertaking by the person receiving such payment or reimbursement to repay all amounts advanced if it should be ultimately determined that he or she is not entitled to be indemnified under this Article VIII VII or otherwise. The Corporation may require security for any such undertaking.
Appears in 3 contracts
Samples: Governance Agreement (Pico Holdings Inc /New), Governance Agreement (UCP, Inc.), Merger Agreement (TRI Pointe Group, Inc.)
Prepayment of Expenses. The Corporation may pay or reimburse the reasonable expenses incurred in defending any proceeding in advance of its final disposition if the Corporation has received in advance an undertaking by the person receiving such payment or reimbursement to repay all amounts advanced if it should be ultimately determined that he or she is not entitled to be indemnified under this Article VIII VII or otherwise. The Corporation may require security for any such undertaking.
Appears in 1 contract
