Section 1053. Advancing Expenses. -- The Association shall pay the expenses (including attorney's fees and disbursements) incurred in good
faith by an Indemnified Representative in advance of the final disposition of a Proceeding described in Section 1051 of the Bylaws upon receipt
of an undertaking by or on behalf of the Indemnified Representative to repay such amount if it shall ultimately be determined by a court that such
person is not entitled to be indemnified by the Association pursuant to this chapter or otherwise. The financial ability of an Indemnified Representative
to repay an advance shall not be a prerequisite to the making of such advance.