Certain Legal Fees. To provide the Executive with reasonable assurance that the purposes of this Agreement will not be frustrated by the cost of enforcement, the Company shall reimburse the Executive promptly after receipt of an invoice for reasonable attorneys’ fees and expenses incurred by the Executive as a result of a claim that the Company has breached or otherwise failed to perform its obligations under this Agreement or any provision hereof, regardless of which party, if any, prevails in the contest; provided, however, that Company shall not be responsible for such fees and expenses to the extent incurred in connection with a claim made by the Executive that the trier of fact in any such contest finds to be frivolous or if the Executive is determined to have breached his or her obligations under Sections 7, 8, 9, 16, or 17 of this Agreement; and provided further, however, the Company shall not be responsible for such fees or expenses in excess of $100,000 in the aggregate. Notwithstanding the preceding sentence, no reimbursement shall be made for attorneys’ fees and expenses incurred after the last day of the second taxable year of the Executive following the taxable year in which the Executive incurs a Separation from Service, and reimbursement of such amounts will not be made later than the last day of the third taxable year of the Executive following the taxable year in which the Executive incurs the Separation from Service.
Certain Legal Fees. The Company shall be responsible for reasonable legal fees in connection with the negotiation, preparation or amendment of this Agreement.
Certain Legal Fees. To provide the Executive with reasonable assurance that the purposes of this Agreement will not be frustrated by the cost of enforcement, the Company shall reimburse the Executive promptly after receipt of an invoice for reasonable attorneys’ fees and expenses incurred by the Executive as a result of a claim that the Company has breached or otherwise failed to perform its obligations under this Agreement or any provision hereof, regardless of which party, if any, prevails in the contest; provided, however, that Company shall not be responsible for such fees and expenses to the extent incurred in connection with a claim made by the Executive that the trier of fact in any such contest finds to be frivolous or if the Executive is determined to have breached his or her obligations under Sections 7, 8, 9, 16, or 17 of this Agreement; and provided further, however, the Company shall not be responsible for such fees or expenses in excess of $50,000 in the aggregate.
Certain Legal Fees. To provide the Executive with reasonable assurance that the purposes of this Agreement will not be frustrated by the cost of enforcement, the Company shall reimburse the Executive for reasonable attorneys’ fees and expenses incurred by the Executive during the two-year period immediately following the Executive’s Date of Termination as a result of a claim that the Company has breached or otherwise failed to perform its obligations under this Agreement or any provision hereof, regardless of which party, if any, prevails in the contest; provided, however, that Company shall not be responsible for such fees and expenses to the extent incurred in connection with a claim made by the Executive that the trier of fact in any such contest finds to be frivolous or if the Executive is determined to have breached his or her obligations under Sections 7, 8, 9, 16, or 17 of this Agreement; and provided further, however, the Company shall not be responsible for such fees or expenses in excess of $50,000 in the aggregate. The reimbursement, if any, shall be paid to the Executive within 10 calendar days following the expiration of the two-year period described above, provided that the Executive shall have submitted an invoice for such fees and expenses at least 30 calendar days prior to the expiration of that period. The amount of such legal fees and expenses that the Company is obligated to pay in any given calendar year shall not affect the legal fees and expenses that the Company is obligated to pay in any other calendar year, and the Executive’s right to have the Company pay such legal fees and expenses may not be liquidated or exchanged for any other benefit.
Certain Legal Fees. The Company will reimburse the Executive for all reasonable attorneys’ fees incurred by him in connection with the negotiation and preparation of this Agreement (including special counsel with respect to Section 409A matters) promptly when and as statements of counsel are submitted to the Company by the Executive.
Certain Legal Fees. All legal fees of Shereff, Friedman, Hoffxxx & Xoodxxx, XXP ("Securityholders' Counsel") relating to the Company, GHI or the Securityholders after February 27, 1996, shall be the sole responsibility of, and shall be payable by, the holders of the Subordinated Debt (as defined in the Option Agreement); provided, however, that upon the exercise of the Option, the Company shall pay $15,000 of such fees to Securityholders' Counsel. Upon the exercise of the Option, the Company agrees to pay $7,000 of the legal fees owed by Al Pxxxxxx xx Sussxxx Xxxnx Xxxnxxx Xxxlxx & Xtilxx, XXP ("Preuxxx'x Xxxnsel"), such payment being made directly to Preuxxx'x Xxxnsel.
Certain Legal Fees. Executive shall be entitled to reimbursement for reasonable legal fees incurred by Executive in connection with the negotiation of this Agreement.
Certain Legal Fees. The parties will share legal expenses incurred in connection with the drafting and negotiation of this Agreement in a manner to be determined in good faith by the parties within a reasonable time after the Execution Date.
Certain Legal Fees. Manager, on the one hand, and CRDA, on the other hand, each shall be responsible for the fees and disbursements of its own counsel in connection with the negotiation, preparation and execution of this Agreement.
Certain Legal Fees. In addition to the rights provided to Officer ------------------ by Section 11 of this Agreement, the Company shall pay all costs, legal fees and ---------- expenses as and when incurred by Officer in connection with Officer's interpretation of, or determinations under any actual, threatened or contemplated litigation or legal or administration or other proceeding involving the provisions of this Section 10, whether or not initiated by Officer. ----------
