Counsel Fees and Indemnification. 14.1 In the event Employer or Employee is required to employ legal counsel to enforce the performance of this Agreement or recover damages because of any breach of this Agreement, the prevailing party shall be entitled to recover from the other party reasonable attorneys’ fees and the reimbursement of all necessary expenses, court costs and arbitration fees.
Counsel Fees and Indemnification. (a) In the event that it shall be necessary or desirable for the Executive to retain legal counsel and/or incur other costs and expenses in connection with the enforcement of any and all of his rights under this Agreement, including participation in any proceeding contesting the validity or enforceability of this Agreement and any arbitration proceeding pursuant to Paragraph 12 of this Agreement, the Executive shall be entitled to recover from the Company his reasonable attorneys' fees and costs and expenses in connection with the enforcement of his rights. No fees shall be payable if the Company is successful on the merits.
Counsel Fees and Indemnification. (a) The Company shall pay, or promptly reimburse on an as-incurred basis to Executive, the reasonable fees and expenses of Executive's legal counsel for its services rendered in connection with, Executive's enforcement of this Agreement provided, however, that if Executive institutes any proceeding to enforce this Agreement and the judge, arbitrator or other individual presiding over the proceeding affirmatively finds that Executive instituted the proceeding in bad faith, Executive shall pay all costs and expenses, including attorney's fees, of Executive and the Company.
Counsel Fees and Indemnification. (a) The Company shall pay, or reimburse to Executive, the reasonable fees and expenses of Executive's personal counsel for their professional services rendered to Executive in connection with this Agreement and the matters related thereto.
Counsel Fees and Indemnification. A. In the event that: (1) the Company terminates or seeks to terminate this Agreement alleging as justification for such termination a material breach by the President or causes hereinafter set forth; the President disputes such termination or attempted termination; and/or (2) the President elects to terminate his services hereunder pursuant to Paragraph 1B of this Agreement; the Company disputes its obligations to pay to the President that portion of his base salary as hereinafter provided; the Company shall pay or reimburse to the President all reasonable costs incurred by him in such dispute, including attorney's fees and costs providing the President shall prevail in such action.
Counsel Fees and Indemnification. A. In the event that: (1) the Company terminates or seeks to terminate this Agreement alleging as justification for such termination a material breach by the Executive Vice President or causes hereinafter set forth; the Executive Vice President disputes such termination or attempted termination; and/or (2) the Executive Vice President elects to terminate his services hereunder pursuant to Paragraph 1B of this Agreement; the Company disputes its obligations to pay to the Executive Vice President that portion of his base salary as hereinafter provided; the Company shall pay or reimburse to the Executive Vice President all reasonable costs incurred by him in such dispute, including attorney's fees and costs providing the Executive Vice President shall prevail in such action.
Counsel Fees and Indemnification. (a) The Company shall pay, or promptly reimburse on an as-incurred basis to Executive, the reasonable fees and expenses of Executive's legal counsel for its services rendered in connection with Executive's enforcement of this Agreement; provided, however, that if Executive institutes any proceeding to enforce this Agreement and the judge, arbitrator or other individual presiding over the proceeding affirmatively finds that Executive instituted the proceeding in bad faith, Executive shall pay all costs and expenses, including attorney's fees, of Executive and the Company.
Counsel Fees and Indemnification. (a) In the event of a Dispute or arbitrable matter under Section 9 hereof the Company shall pay, or reimburse to the Executive, all reasonable fees and costs of his legal counsel incurred by the Executive; provided, however if the Executive does not prevail in a Dispute or arbitrable matter under Section 9 hereof initiated by him, the Executive shall be responsible for the fees and cost of the Executive.
Counsel Fees and Indemnification. (a) The Company shall pay or reimburse to Employee, the reasonable fees and expenses of Employee's personal counsel for their professional services rendered to Employee in connection with this Agreement and the matters related thereto.
Counsel Fees and Indemnification. 8.1 Except for breach of any of the fiduciary duties owed to the Company, criminal or fraudulent acts by Executive as determined by the board of directors, the Company shall indemnify and hold Executive harmless to the maximum extent permitted by law against judgments, fines, amounts paid in settlement and reasonable expenses, including attorneys’ fees incurred by Executive, in connection with the defense of, or as a result of any action or proceeding (or any appeal from any action or proceeding) in which Executive is made or is threatened to be made a party by reason of the fact that he is or was an officer of the Company, other than any action by or in the right of the Company. The undertaking of Section 8.1 above is independent of, and shall not be limited or prejudiced by the undertaking of Section 8.2.
