1718                                Laws of Maryland                        [Ch. 663

IN ADVANCE OF THE FINAL DISPOSITION THEREOF IF
AUTHORIZED IN THE SPECIFIC CASE BY A PRELIMINARY
DETERMINATION FOLLOWING ONE OF THE PROCEDURES
SET FORTH IN THE SECOND SENTENCE OF SUBSECTION
(D) THAT THERE IS A REASONABLE BASIS FOR A BELIEF
THAT THE DIRECTOR, OFFICER, EMPLOYEE OR AGENT
MET THE APPLICABLE STANDARD OF CONDUCT SET
FORTH IN SUBSECTION (A) OR (B), UPON RECEIPT OF
AN UNDERTAKING BY OR ON BEHALF OF THE DIREC-
TOR, OFFICER, EMPLOYEE OR AGENT REASONABLY AS-
SURING THAT SUCH AMOUNT WILL BE REPAID UNLESS
IT SHALL ULTIMATELY BE DETERMINED THAT HE IS
ENTITLED TO BE INDEMNIFIED BY THE CORPORATION
AS AUTHORIZED IN THIS SECTION.

(f)    The indemnification provided by this section shall not be
deemed exclusive of any other rights to which a person may be en-
titled under any by-law agreement, vote of stockholders or dis-
interested directors or otherwise, both as to action in his official
capacity and as to action in another capacity while holding the office,
and shall continue as to a person who has ceased to be a director,
officer, employee, or agent and inure to the benefit of the heirs,
executors, and administrators of the person.

(g)    A corporation of this State may purchase and maintain
insurance on behalf of any person who is or was a director, officer,
employee, or agent of the corporation, or is or was serving at the
request of the corporation as a director, officer, employee, or agent
of another corporation, partnership, joint venture, trust, or other
enterprise against any liability asserted against him and incurred
by him in any such capacity, or arising out of his status as such,
whether or not the corporation would have the power to indemnify
him against the liability under the provisions of this section.

(H) FOR THE PURPOSES OF THIS SECTION, REFERENCES
TO "THE CORPORATION" INCLUDE ANY CONSTITUENT COR-
PORATION (INCLUDING ANY CONSTITUENT OF A CON-
STITUENT) ABSORBED IN A CONSOLIDATION OR MERGER
WHICH, IF ITS SEPARATE EXISTENCE HAD CONTINUED,
WOULD HAVE HAD POWER AND AUTHORITY TO IN-
DEMNIFY ITS DIRECTORS, OFFICERS, EMPLOYEES OR
AGENTS AS WELL AS THE RESULTING OR SURVIVING
CORPORATION; SO THAT ANY PERSON WHO IS OR WAS
A DIRECTOR, OFFICER, EMPLOYEE OR AGENT OF SUCH
A CONSTITUENT CORPORATION OR IS OR WAS SERV-
ING AT THE REQUEST OF SUCH CONSTITUENT COR-
PORATION AS A DIRECTOR, OFFICER, EMPLOYEE OR
AGENT OF ANOTHER CORPORATION, PARTNERSHIP,
JOINT VENTURE, TRUST OR OTHER ENTERPRISE SHALL
STAND IN THE SAME POSITION UNDER THE PROVI-
SIONS OF THIS SECTION WITH RESPECT TO THE RE-
SULTING OR SURVIVING CORPORATION AS HE WOULD
HAVE WITH RESPECT TO SUCH A CONSTITUENT COR-
PORATION IF ITS SEPARATE EXISTENCE HAD CON-
TINUED.

Sec. 2. And be it further enacted, That this Act shall take effect
July 1, 1972.

Approved May 31, 1972.