Common use of Indemnification; Further Assurances Clause in Contracts

Indemnification; Further Assurances. The Company shall indemnify Executive and hold Executive harmless, on an after-tax basis, from any costs, expenses, penalties, fines, interest or other liabilities (the "Losses") incurred by Executive with respect to the exercise by the Company of any of its rights under this Section 5, including, without limitation, any Losses related to the Company's decision to contest a Claim or any imputed income to Executive resulting from any Advance or action taken on Executive's behalf by the Company pursuant to this Section 5. The Company shall pay all reasonable legal fees and expenses incurred by the Company under this Section 5, and shall promptly reimburse Executive for the reasonable expenses incurred by Executive in connection with any actions taken by the Company or required to be taken pursuant to this Section 5.