[§414D-162]  Advance for expenses.  (a) 
A corporation, before final disposition of a proceeding, may advance funds to
pay for or reimburse the reasonable expenses incurred by a director who is a
party to a proceeding; provided:



(1)  The director furnishes the corporation with a
written affirmation of the director's good faith belief that the director has
met the standard of conduct described in section 414D‑160;



(2)  The director furnishes the corporation with a
written undertaking, executed personally or on the director's behalf, to repay
the advance if it is ultimately determined that the director did not meet the
standard of conduct; and



(3)  A determination is made that the facts then known
to those making the determination would not preclude indemnification under this
part.



(b)  The undertaking required by subsection
(a)(2) must be an unlimited general obligation of the director but need not be
secured and may be accepted without reference to financial ability to make
repayment.



(c)  Determinations and authorizations of
payments under this section shall be made in the manner specified in section
414D‑164. [L 2001, c 105, pt of §1]