Common use of Fees and Expenses; Mitigation Clause in Contracts

Fees and Expenses; Mitigation. (a) The Company shall reimburse the Executive, on a current basis, for all reasonable legal fees and related expenses which he shall incur in connection with the Agreement following a Change in Control of the Company, including without limitation, all such fees and expenses, if any, incurred (i) in contesting or disputing any termination of the Executive's employment or (ii) the Executive's seeking to obtain or enforce any right or benefit provided by this Agreement, in each case, regardless of whether or not the Executive's claim is upheld by a court of competent jurisdiction; provided, however, the Executive shall be required to repay any such amounts to the Company to the extent that a court issues a final and non-appealable order setting forth the determination that the position taken by the Executive was frivolous or advanced by him in bad faith. (b) The Executive shall not be required to mitigate the amount of any payment the Company becomes obligated to make to the Executive in connection with this Agreement, by seeking other employment or otherwise.

Fees and Expenses; Mitigation. (aA) The Company Bank shall reimburse the Executive, on a current basis, for all reasonable legal fees and related expenses which he shall incur incurred by him in connection with the Agreement following a Change in Control of the CompanyBank, including without limitation, (i) all such fees and expenses, if any, incurred (i) in contesting or disputing any termination of the Executive's employment or (ii) the Executive's seeking to obtain or enforce any right or benefit provided by this Agreement, in each case, case regardless of whether or not the Executive's his claim is upheld by a court of competent jurisdiction; provided by this Agreement, provided, however, the Executive shall be required to repay any such amounts to the Company Bank to the extent that a court issues a final and non-appealable order setting forth the determination that the position taken by the Executive him was frivolous or advanced by him in bad faith. (bB) The Executive shall not be required to mitigate the amount of any payment the Company Bank becomes obligated to make to the Executive him in connection with this Agreement, by seeking other employment or otherwise.

Fees and Expenses; Mitigation. (a) The Company Cooperative shall reimburse the Executive, on a current basis, for all reasonable legal fees and related expenses which he shall incur in connection with the Agreement following a Change in Control of the CompanyCooperative, including without limitation, all such fees and expenses, if any, incurred (i) in contesting or disputing any termination of the Executive's employment or (ii) the Executive's seeking to obtain or enforce any right or benefit provided by this Agreement, in each case, regardless of whether or not the Executive's claim is upheld by a court of competent jurisdiction; provided, however, the Executive shall be required to repay any such amounts to the Company Cooperative to the extent that a court issues a final and non-appealable order setting forth the determination that the position taken by the Executive was frivolous or advanced by him in bad faith. (b) The Executive shall not be required to mitigate the amount of any payment the Company Cooperative becomes obligated to make to the Executive in connection with this Agreement, by seeking other employment or otherwise.

Fees and Expenses; Mitigation. (a) The Company shall reimburse the ExecutiveOfficer, on a current basis, for all reasonable legal fees and related expenses which he shall incur in connection with the Agreement following a Change in Control of the Company, including without limitation, all such fees and related expenses, if any, incurred (i) in contesting or disputing any termination of the ExecutiveOfficer's employment or (ii) the ExecutiveOfficer's seeking to obtain or enforce any right or benefit provided by this Agreement, in each case, regardless of whether or not the ExecutiveOfficer's claim is upheld by a court of competent jurisdiction; provided, however, the Executive Officer shall be required to repay any such amounts to the Company to the extent that a court issues a final and non-appealable order setting forth the determination that the position taken by the Executive Officer was frivolous or advanced by him in bad faith. (b) The Executive Officer shall not be required to mitigate the amount of any payment the Company becomes obligated to make to the Executive Officer in connection with this Agreement, by seeking other employment or otherwise.