Expenses of Contests. (i) The following shall apply for any dispute arising hereunder, under the Release Agreement or under the Stock Unit Agreement prior to a Change of Control: In each case solely to the extent that the Officer is successful with respect thereto, the Company agrees to pay all reasonable legal and professional fees and expenses that the Officer may reasonably incur as a result of any contest by the Officer, by the Company or others of the validity or enforceability of, or liability under, any provision of this Agreement, the Release Agreement or the Stock Unit Agreement (including as a result of any contest by the Officer about the amount of any payment pursuant to this Agreement), plus in each case interest on any delayed payment at the applicable Federal rate provided for in Section 7872(f)(2)(A) of the Code or any successor Section of the Code.
Appears in 4 contracts
Samples: Retention Agreement (Toys R Us Inc), Retention Agreement (Toys R Us Inc), Retention Agreement (Toys R Us Inc)
Expenses of Contests. (i) The following shall apply for any dispute arising hereunder, under the Release Agreement or under the Stock Unit Agreement prior to a Change of Control.: In each case solely to the extent that the Officer Executive is successful with respect thereto, the Company agrees to pay all reasonable legal and professional fees and expenses that the Officer Executive may reasonably incur as a result of any contest by the OfficerExecutive, by the Company or others of the validity or enforceability of, or liability under, any provision of this Agreement, the Release Agreement or the Stock Unit Agreement (including as a result of any contest by the Officer Executive about the amount of any payment pursuant to this Agreement), plus in each case interest on any delayed payment at the applicable Federal rate provided for in Section 7872(f)(2)(A) of the Code or any successor Section of the Code.
Appears in 1 contract
Samples: Retention Agreement (Toys R Us Inc)
Expenses of Contests. (i) The following shall apply for any dispute arising hereunder, under the Release Agreement or under the Stock Unit Agreement prior to a Change of Control: In each case solely to the extent that the Officer Executive is successful with respect thereto, the Company agrees to pay all reasonable legal and professional fees and expenses that the Officer Executive may reasonably incur as a result of any contest by the OfficerExecutive, by the Company or others of the validity or enforceability of, or liability under, any provision of this Agreement, the Release Agreement or the Stock Unit Agreement (including as a result of any contest by the Officer Executive about the amount of any payment pursuant to this Agreement), plus in each case interest on any delayed payment at the applicable Federal rate provided for in Section 7872(f)(2)(A) of the Code or any successor Section of the Code.
Appears in 1 contract
Samples: Stock Unit Agreement (Toys R Us Inc)
Expenses of Contests. (i) The following shall apply for any dispute arising hereunder, under the Release Agreement or under the Stock Unit Agreement prior to a Change of Control: In each case solely to the extent that the Officer Executive is successful with respect thereto, the Company agrees to pay all reasonable legal and professional fees and expenses that the Officer Executive may reasonably incur as a result of any contest by the OfficerExecutive, by the Company or others of the validity or enforceability of, or liability under, any provision of this Agreement, the Release Agreement or the Stock Unit Agreement (including as a result of any contest by the Officer Executive about the amount of any payment pursuant to this Agreement), plus in each case interest on any delayed payment at the applicable Federal rate provided for in Section 7872(f)(2)(A) of the Code or any successor Section of the Code.
Appears in 1 contract
Samples: Stock Unit Agreement (Toys R Us Inc)
Expenses of Contests. (i) The following shall apply for any dispute arising hereunder, under the Release Agreement or under the Stock Unit Agreement prior to a Change of Control: In each case case, solely to the extent that the Officer Executive is successful with respect thereto, the Company agrees to pay all reasonable legal and professional fees and expenses that the Officer Executive may reasonably incur as a result of any contest by the OfficerExecutive, by the Company or others of the validity or enforceability of, or liability under, any provision of this Agreement, the Release Agreement or the Stock Unit Agreement (including as a result of any contest by the Officer Executive about the amount of any payment pursuant to this Agreement), plus in each case interest on any delayed payment at the applicable Federal rate provided for in Section 7872(f)(2)(A) of the Internal Revenue Code of 1986 ("Code"), as amended, or any successor Section of the Code.
Appears in 1 contract
Samples: Employment Agreement (Toys R Us Inc)