Repayment of Expenses. The Director agrees that the Director will reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the Certificate, the State Statute or this Agreement.
Appears in 5 contracts
Samples: Indemnification Agreement (G & G Retail Inc), Indemnification Agreement (G & G Retail Inc), Indemnification Agreement (G & G Retail Inc)
Repayment of Expenses. The Director agrees that the Director will shall reimburse the Corporation Company for all reasonable expenses paid by the Corporation Company in defending any civil civil, criminal, administrative, arbitrative, or criminal investigative action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately determined by final judgment or other final adjudication that the Director is not entitled to be indemnified by the Corporation Company for such expenses under the provisions of the Certificate, the State Statute Corporation Act or this Agreementany applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (Inspire Insurance Solutions Inc), Indemnification Agreement (Millers Mutual Fire Insurance Co)
Repayment of Expenses. The Director agrees that the Director will shall reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately finally determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the Certificate, the State Statute this Agreement or this Agreementotherwise.
Appears in 2 contracts
Samples: Indemnity Agreement (Arizona Land Income Corp), Indemnity Agreement (Arizona Land Income Corp)
Repayment of Expenses. The Director agrees that the Director will shall reimburse the Corporation Company for all reasonable expenses paid by the Corporation Company in defending any civil civil, criminal, administrative or criminal investigative action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately determined by final judgment or other final adjudication that the Director is not entitled to be indemnified by the Corporation Company for such expenses under the provisions of the Certificate, the State Statute Corporation Law or this Agreementany applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (United Meridian Corp), Indemnification Agreement (Pharmerica Inc)
Repayment of Expenses. The Director agrees that the Director will shall reimburse the Corporation Company for all reasonable expenses paid by the Corporation Company in defending any civil civil, criminal, administrative, arbitrative or criminal investigative action, suit or proceeding against the Director or any amount paid in settlement or any other amounts paid hereunder in the event and only to the extent that it shall be ultimately determined by final judgment or other final adjudication that the Director is not entitled to be indemnified by the Corporation Company for such expenses under the provisions of the Certificate, the State Statute Corporation Act or this Agreementany applicable law.
Appears in 2 contracts
Samples: Indemnification Agreement (Mannatech Inc), Indemnification Agreement (Mannatech Inc)
Repayment of Expenses. The Director agrees that the Director will reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the CertificateState Statute, the State Statute By-laws or Certificate of Incorporation of the Corporation, this AgreementAgreement or otherwise.
Appears in 2 contracts
Samples: Indemnification Agreement (Eautoclaims Com Inc), Indemnification Agreement (Eautoclaims Com Inc)
Repayment of Expenses. The Director agrees that the Director will reimburse the Corporation Company for all reasonable expenses paid by the Corporation Company in defending any civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall ultimately be ultimately determined that the Director is not entitled to be indemnified by the Corporation Company for such expenses under the provisions of the CertificateState Statute, the State Statute Articles, the By-laws, this Agreement or this Agreementotherwise.
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Repayment of Expenses. The Director agrees that the Director he or she will reimburse the Corporation Company for all reasonable expenses paid by the Corporation Company in defending any civil or criminal action, suit or proceeding against the Director him or her in the event and only to the extent that it shall be is ultimately determined by a court of competent jurisdiction considering the question that the Director is not entitled to be indemnified by the Corporation Company for such expenses under the provisions of the CertificateState Statute, the State Statute Company's Certification of Incorporation, By-Laws, this Agreement or this Agreementotherwise.
Appears in 1 contract
Samples: Form of Indemnification Agreement (Interim Services Inc)
Repayment of Expenses. The Director agrees that the Director will to reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding against the Director in the event event, and only to the extent extent, that it shall be ultimately determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the CertificateState Statute, the State Statute Bylaws, this Agreement or this Agreementotherwise.
Appears in 1 contract
Repayment of Expenses. The Director agrees that the Director will reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the CertificateState Statute, the State Statute Bylaws, this Agreement or this Agreementotherwise.
Appears in 1 contract
Samples: Indemnification Agreement (Streamedia Communications Inc)
Repayment of Expenses. The Director agrees that the Director will promptly, upon demand, reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding Action against the Director in the event and only to the extent that it shall be ultimately determined that the Director is not entitled to be indemnified by or receive contribution from the Corporation for such expenses under the provisions of the CertificateState Statute, the State Statute Bylaws, this Agreement or this Agreementotherwise.
Appears in 1 contract
Samples: Director Indemnification Agreement (Dobson Communications Corp)
Repayment of Expenses. The Director agrees that the Director he or she will reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the CertificateIndiana Business Corporation Law, the State Statute Corporation’s Articles of Incorporation, its By-Laws, this Agreement or this Agreementotherwise.
Appears in 1 contract
Samples: Indemnification Agreement (Priority Healthcare Corp)
Repayment of Expenses. The Director agrees that the Director will reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding pro- ceeding against the Director in the event and only to the extent that it shall be ultimately determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the CertificateDelaware Statute, the State Statute By-laws, this Agreement or this Agreementotherwise.
Appears in 1 contract
Samples: Indemnification Agreement (King World Productions Inc)
Repayment of Expenses. The Director agrees that the Director will shall reimburse the Corporation for all reasonable expenses paid or advanced to Director by the Corporation in defending any claim, civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall be ultimately determined by the Reviewing Party that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the CertificateState Statutes, the State Statute Bylaws, this Agreement or this Agreementotherwise.
Appears in 1 contract
Samples: Director Indemnification Agreement (Electrosource Inc)
Repayment of Expenses. The Director agrees that the Director will reimburse the Corporation for all reasonable expenses paid by the Corporation in defending any civil or criminal action, suit or proceeding against the Director in the event and only to the extent that it shall ultimately be ultimately determined that the Director is not entitled to be indemnified by the Corporation for such expenses under the provisions of the CertificateState Statute, the State Statute Articles, the By-laws, this Agreement or this Agreementotherwise.
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Repayment of Expenses. The Director agrees that the Director will shall reimburse the Corporation Company for all reasonable expenses paid by the Corporation Company in defending any civil or criminal action, suit suit, or proceeding against the Director in the event if and only to the extent that it shall be ultimately determined that the Director is shall ultimately be determined not to be entitled to be indemnified indemnification by the Corporation Company for such expenses under the provisions of the CertificateStatute, the State Statute Code of Regulations, this agreement, or this Agreementotherwise.
Appears in 1 contract