Common use of REIMBURSEMENT OF EXPENSES FOLLOWING ADJUDICATION OF NEGLIGENCE Clause in Contracts

REIMBURSEMENT OF EXPENSES FOLLOWING ADJUDICATION OF NEGLIGENCE. The Company shall reimburse the Director for expenses (including attorneys' fees) or amounts paid in settlement actually and reasonably incurred by him in connection with the investigation, defense, settlement or appeal of any suit or action described in Section 2 hereof that results in an adjudication that the Director was liable for negligence (including gross negligence but not willful misconduct) in the performance of his duty to the Company; provided, however, that no reimbursement shall be made by or on behalf of the Director if a judgment or other final adjudication establishes that the Director's actions, or omissions to act, were material to the cause of action so adjudicated and reimbursement is prohibited under Section 607.0850(7) of the Florida Statutes, or any amendment thereto.