Obligations and Requirements Sample Clauses
The "Obligations and Requirements" clause defines the specific duties, responsibilities, and standards that each party must fulfill under the agreement. It typically outlines what actions are required, the manner and timeframe in which they must be performed, and any conditions or criteria that must be met. For example, it may specify deliverables, reporting requirements, or compliance with certain laws or policies. This clause ensures that both parties clearly understand their respective roles and expectations, thereby reducing the risk of misunderstandings or disputes during the course of the contract.
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Obligations and Requirements. The Corporation shall advance, to the extent not prohibited by applicable law, the Expenses incurred by or on behalf of Indemnitee in connection with any Proceeding, and such advancement shall be made within thirty (30) days after the receipt by the Corporation of any statement requesting such advances (which shall include invoices received by Indemnitee in connection with such Expenses but, in the case of invoices in connection with legal services, any references to legal work performed or to expenditures made that would cause Indemnitee to waive any privilege accorded by applicable law shall not be included with the invoice) from time to time, whether prior to or after final disposition of any Proceeding. Any such statement shall reasonably evidence the Expenses incurred by Indemnitee. Advances shall be unsecured and interest free. Advances shall be made without regard to Indemnitee’s ability to repay the expenses and without regard to Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances shall include any and all reasonable Expenses incurred pursuing an action to enforce this right of advancement, including Expenses incurred preparing and forwarding statements to the Corporation to support the advances claimed. Indemnitee shall qualify for advances upon the execution and delivery to the Corporation of this Agreement, subject to the condition that if and to the extent that 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 Corporation, Indemnitee shall undertake to the fullest extent permitted by law to repay the advance. Such undertaking shall be an unlimited general obligation of Indemnitee but need not be secured and shall be accepted without reference to Indemnitee’s financial ability to make repayment. The right to advances under this Section 4 shall in all events continue until final disposition of any Proceeding, including any appeal thereof.
Obligations and Requirements. The Corporation shall, before final disposition of a Proceeding, advance funds to pay for or reimburse the reasonable Expenses incurred by Indemnitee as a Party to such Proceeding if Indemnitee delivers to the Corporation Indemnitee's written undertaking (meeting the qualifications set forth below in Section 3(b)) to repay any funds advanced if it is ultimately determined that Indemnitee is not entitled to indemnification under this Agreement, the DGCL or otherwise.
Obligations and Requirements. The Corporation shall, before final disposition of a Proceeding, advance funds to pay for or reimburse the reasonable Expenses incurred by Indemnitee as a Party to such Proceeding if Indemnitee delivers to the Corporation Indemnitee's written undertaking (meeting the qualifications set forth below in Section 3(b)) to repay any funds advanced if it is ultimately determined that Indemnitee is not entitled to indemnification under this Agreement, the Florida Business Corporation Act or otherwise.
Obligations and Requirements. The Corporation shall, before final disposition of a Proceeding, advance funds to pay for or reimburse the reasonable Expenses incurred by Indemnitee as a Party to such Proceeding if he delivers to the Corporation:
(1) A written affirmation of Indemnitee's good faith belief that his conduct does not constitute behavior that could lead to the kind of liability described in Section 2(a) above; and
(2) Indemnitee's written undertaking (meeting the qualifications set forth below in Section 3(b)) to repay any funds advanced if it is ultimately determined that Indemnitee is not entitled to indemnification under this Agreement, the Georgia Business Corporation Code or otherwise.
Obligations and Requirements. The Company shall, before final disposition of any and all Proceedings, advance funds to pay for or reimburse the reasonable Expenses incurred by Indemnitee as a Party to such Proceeding, if Indemnitee delivers to the Company Indemnitee's written undertaking (meeting the qualifications set forth in Section 3(b) of this Agreement) to repay any funds advanced if it is ultimately determined that Indemnitee is not entitled to indemnification under this Agreement, the Delaware General Corporation Law or otherwise. Indemnitee may choose counsel and other experts to conduct Indemnitee's defense in a Proceeding in Indemnitee's reasonable discretion. The Company may participate in the defense of any Proceeding at its own expense and without prejudice to Indemnitee's right to control the defense of Indemnitee in such Proceeding.
Obligations and Requirements. Las Positas College agrees to the obligations and requirements set out in Appendix A to the extent that they apply to the implementation of the Courses and/or Modules specified.