The reimbursement of expenses clause outlines the conditions under which one party will repay the other for costs incurred while performing contractual obligations, typically requiring the expenses to be deemed reasonable and necessary. This clause often specifies the process for submitting expense claims, documentation requirements, and any limits or exclusions regarding which expenses are eligible for reimbursement.
MS and certain affiliates of MS and MS Mortgage Capital have performed commercial banking, investment banking, or advisory services for the Company from time to time for which they have received customary fees and reimbursement of expenses. They may, from time to time, engage in transactions with and perform services for the Company in the ordinary course of its business for which they may receive customary fees and reimbursement of expenses.
Buyers or certain affiliates of Buyers may, from time to time, engage in transactions with and perform services for the Company in the ordinary course of its business for which they may receive customary fees and reimbursement of expenses.
Reimbursement of Expenses. To the extent Indemnitee has not requested any advanced payment of Expenses from the Company, Indemnitee shall be entitled to receive reimbursement for the Expenses incurred in connection with a Proceeding from the Company immediately after Indemnitee makes a written request to the Company for reimbursement unless the Company refers the indemnification request to the Reviewing Party in compliance with Section C.2(c) below.
Determination by the Reviewing Party. If the Company reasonably believes that it is not obligated under this Agreement to indemnify the Indemnitee, the Company shall, within 10 days after the Indemnitee’s written request for an advancement or reimbursement of Expenses, notify the Indemnitee that the request for advancement of Expenses or reimbursement of Expenses will be submitted to the Reviewing Party (as hereinafter defined). The Reviewing Party shall make a determination on the request within 30 days after the Indemnitee’s written request for an advancement or reimbursement of Expenses. Notwithstanding anything foregoing to the contrary, in the event the Reviewing Party informs the Company that Indemnitee is not entitled to indemnification in connection with a Proceeding under this Agreement or applicable law, the Company shall be entitled to be reimbursed by Indemnitee for all the Expenses previously advanced or otherwise paid to Indemnitee in connection with such Proceeding; provided, however, that Indemnitee may bring a suit to enforce his/her indemnification right in accordance with Section C.3 below.
Indemnitee shall promptly notify the Corporation in writing upon the sooner of (a) becoming aware of an action, suit or proceeding where indemnification or the advance payment or reimbursement of Expenses may be sought or (b) being served with any summons, citation, subpoena, complaint, indictment, information or other document relating to any matter which may be subject to indemnification or the advance payment or reimbursement of Expenses covered hereunder. Except as provided in this by-law, the failure of Indemnitee to so notify the Corporation shall not relieve the Corporation of any obligation which it may have to Indemnitee pursuant to this by-law. No claim for indemnification or the advance payment or reimbursement of Expenses shall be made by Indemnitee or paid by the Corporation unless the Indemnitee gives notice to the Corporation in writing of such claim for indemnification within six months after the right to receive indemnification or advance payment or reimbursement of Expenses arose under this bylaw.
The indemnification and advancement or reimbursement of expenses provided by, or granted pursuant to, this Article VIII shall continue as to a person who has ceased to be a director or officer of the corporation, and shall inure to the benefit of the heirs, executors and administrators of such person.
Reimbursement of Expenses. If the Company has not elected to participate in the defense of any Claim, subject to Section 7 of this Agreement, Indemnitee shall have the right to reimbursement by the Company, prior to the final disposition of any Claim by final adjudication to which there are no further rights of appeal, of any and all Expenses actually and reasonably paid by Indemnitee in connection with any Claim arising out of an Indemnifiable Event. Without limiting the generality or effect of the foregoing, within 30 days after any request by Indemnitee and the delivery of evidence that such Expenses have been paid, the Company shall, in accordance with such request, reimburse Indemnitee for such Expenses.
Reimbursement of expenses refers to the process by which an organization, typically an employer or client, pays back an individual or entity for costs incurred while performing a task or providing a service on its behalf. This practice is common in business settings where employees need to travel, purchase supplies, or engage in other activities that require out-of-pocket expenses to fulfill their work-related obligations.
When should I use reimbursement of expenses?
You should use reimbursement of expenses when individuals or parties incur costs that are necessary and directly related to their work or the provision of services. This is common in scenarios such as:
Employee travel: Covering costs for transportation, accommodation, and meals while attending business trips or meetings.
Client services: Compensating contractors for expenses related to providing specified services.
Company purchases: Reimbursing employees who purchase supplies or tools needed for their job roles.
Professional development: Covering fees for attending conferences, training sessions, or courses.
How do I write reimbursement of expenses?
When documenting reimbursement of expenses, clarity and detail are key. A typical reimbursement form or section should include the following elements:
Date: The date when the expense was incurred.
Description: A brief explanation of the expense and its purpose.
Amount: The cost of the expense, broken down if necessary.
Receipts: Copies of receipts or other proof of purchase.
Example of a simple reimbursement record:
Date: September 15, 2023 Description: Return flight from New York to San Francisco for client meeting Amount: $450 Receipt: Attached PDF
Which contracts typically contain reimbursement of expenses?
Reimbursement of expenses is often detailed in various types of contracts, such as:
Employment contracts: Outlining the types of expenses the employer will reimburse.
Freelance or contractor agreements: Specifying allowable expenses for which freelancers or contractors can seek reimbursement.
Consulting agreements: Defining reimbursement terms for expenses incurred in the course of consultancy work.
Service contracts: Detailing expenses related to the delivery of services and how they will be reimbursed by the client.
These contracts generally include clauses defining eligible expenses, the process for claiming reimbursement, and any applicable limits or policies.
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