Expenses; Legal Fees. The Corporation shall pay to you all expenses and reasonable attorneys' fees incurred by you in connection with any Dispute (including, without limitation, all such fees and expenses, if any, incurred in contesting or disputing any termination of your employment or in seeking to obtain or enforce any right or benefit provided by this Agreement, or in connection with any tax audit or proceeding to the extent attributable to the application of Section 4999 of the Code to any payment or benefit provided hereunder) if you prevail on the principal material issues which are in dispute with respect to such Dispute.
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Samples: Change in Control Agreement (Alaris Medical Systems Inc), Change in Control Agreement (Alaris Medical Systems Inc), Change in Control Agreement (Alaris Medical Inc)
Expenses; Legal Fees. The Corporation shall pay to pay, or reimburse you for, all expenses and reasonable attorneys' attorneys fees incurred by you in connection with any Dispute arising out of or relating to this Agreement or the interpretation thereof (including, without limitation, all such fees and expenses, if any, incurred in contesting or disputing any termination of your employment or in seeking to obtain or enforce any right or benefit provided by this Agreement, or in connection with any tax audit or proceeding to the extent attributable to the application of Section 4999 of the Code to any payment or benefit provided hereunder) if you prevail on the principal material issues which are in dispute with respect to such Dispute).
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