Repayment of Advances or Other Expenses. Indemnitee agrees that Indemnitee shall reimburse the Company for all Expenses advanced by the Company pursuant to Section 4.01, in the event and only to the extent that it shall be determined by final judgment or other final adjudication under the provisions of any applicable law (as to which all rights of appeal therefrom have been exhausted or lapsed) that Indemnitee is not entitled to be indemnified by the Company for such Expenses.
Repayment of Advances or Other Expenses. Indemnitee agrees that Indemnitee shall reimburse the Corporation for all expenses paid by the Corporation in defending any civil, criminal, administrative or investigative action, suit or proceeding against Indemnitee in the event and only to the extent that it shall be determined pursuant to the provisions of this Agreement or by final judgment or other final adjudication under the provisions of any applicable law that Indemnitee is not entitled to be indemnified by the Corporation for such expenses.
Repayment of Advances or Other Expenses. Indemnitee agrees that Indemnitee shall reimburse the Company for all amounts advanced by the Company pursuant to Section 4.1 if it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company for such Expenses. Notwithstanding the foregoing, if Indemnitee seeks a judicial adjudication or an arbitration pursuant to Section 6.1(a), Indemnitee shall not be required to reimburse the Company pursuant to this Section 4.2 until a final determination (as to which all rights of appeal have been exhausted or lapsed) has been made. The Indemnitee shall qualify for advances upon the execution and delivery to the Company of this Agreement, which shall constitute an undertaking providing that the Indemnitee undertakes to repay the amounts advanced (without interest) to the extent that it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company. No other form of undertaking shall be required other than the execution of this Agreement.
Repayment of Advances or Other Expenses. Indemnitee agrees that Indemnitee shall reimburse the Company for all amounts advanced by the Company pursuant to Section 4.01 (without interest) if, and only if, it is ultimately determined, by a court of competent jurisdiction in a final judgment, not subject to appeal, that Indemnitee is not entitled to be indemnified by the Company for such Expenses. If Indemnitee seeks a judicial adjudication pursuant to Section 6.01, or if the Company initiates an action, suit or other proceeding against Indemnitee to recover any amounts advanced by the Company pursuant to Section 4.01, Indemnitee shall not be required to reimburse the Company pursuant to this Section 4.02 until a final determination (as to which all rights of appeal have been exhausted or lapsed) has been made.
Repayment of Advances or Other Expenses. (a) If, when and to the extent that a final judicial determination is made (as to which all rights of appeal therefrom have been exhausted or lapsed) in the Indemnitee’s favor or the Indemnitee is acquitted in any Proceedings (whether civil or criminal) within the meaning of Article 77(2)(a)(i) of the Companies Law, the Indemnitee is entitled to be indemnified in full against all Expenses actually and reasonably incurred in defending such proceedings in accordance with Article 77(2)(a)(i) of the Companies Law and such right of indemnity will be offset against the corresponding Expense Advance to which it relates such that any obligation of the Indemnitee to repay the corresponding Expense Advance shall be discharged.
(b) If, when and to the extent that a final judicial determination is made (as to which all rights of appeal therefrom have been exhausted or lapsed) against the Indemnitee in any proceedings (whether civil or criminal) within the meaning of Article 77(2)(a)(i) of the Companies Law, each Expense Advance shall become immediately repayable by the Indemnitee on written demand made by the Company.
Repayment of Advances or Other Expenses. Indemnitee agrees that Indemnitee shall reimburse WIND for all Expenses advanced by WIND pursuant to Section 4.01, in the event and only to the extent that it shall be determined by final judgment or other final adjudication under the provisions of any applicable law (as to which all rights of appeal therefrom have been exhausted or lapsed) that Indemnitee is not entitled to be indemnified by WIND for such Expenses.
Repayment of Advances or Other Expenses. Indemnitee agrees that Indemnitee shall reimburse the Signify Parties for all Expenses and amounts paid in settlement advanced by the Signify Parties pursuant to Section 4.01, in the event and only to the extent that it shall be determined by final judgment or other final adjudication under the provisions of any applicable law (as to which all rights of appeal therefrom have been exhausted or lapsed) that Indemnitee is not entitled to be indemnified by the Signify Parties for such Expenses or amounts paid in settlement.
Repayment of Advances or Other Expenses. Indemnitee agrees that Indemnitee shall reimburse the Xponential Parties for all Expenses and amounts paid in settlement advanced by the Xponential Parties pursuant to Section 4.01, in the event and only to the extent that it shall be determined by final judgment or other final adjudication under the provisions of any applicable law (as to which all rights of appeal therefrom have been exhausted or lapsed) that Indemnitee is not entitled to be indemnified by the Xponential Parties for such Expenses or amounts paid in settlement.
Repayment of Advances or Other Expenses. Indemnitee hereby agrees to reimburse the Company for all amounts advanced by the Company pursuant to Section 4.1, above, if it is ultimately determined that Indemnitee is not entitled hereunder to be indemnified by the Company for such Expenses. Notwithstanding the foregoing, if Indemnitee seeks a judicial adjudication or an arbitration pursuant to Section 6.1(a), below, Indemnitee shall not be required to reimburse the Company pursuant to this Section 4.2 until a final determination (as to which all rights of appeal have been exhausted or lapsed) has been made.
Repayment of Advances or Other Expenses. Indemnitee shall qualify for advances upon the execution and delivery to the Company of this Agreement, which shall constitute an undertaking providing that Indemnitee shall reimburse the Company for all Expenses advanced by the Company pursuant to
Section 4.01 in the event and only to the extent that it shall be determined by final judgment or other final adjudication under the provisions of any applicable law (as to which all rights of appeal therefrom have been exhausted or lapsed) that Indemnitee is not entitled to be indemnified by the Company for such Expenses. No other form of undertaking shall be required other than the execution of this Agreement.
