Payment of Legal Fees and Expenses. To the extent permitted by law, Company shall reimburse Executive for all reasonable legal fees, costs of litigation or arbitration, prejudgment or pre-award interest, and other expenses incurred in good faith by Executive as a result of Company’s refusal to provide benefits under this section 3, or as a result of Company contesting the validity, enforceability or interpretation of the provisions of this section 3, or as the result of any conflict (including conflicts related to the calculation of parachute payments or the characterization of Executive’s termination) between Executive and Company; provided that the conflict or dispute is resolved in Executive’s favor and Executive acts in good faith in pursuing his rights under this section 3. Such reimbursement shall be made within thirty (30) days following final resolution, in favor of Executive, of the conflict or dispute giving rise to such fees and expenses. In no event shall Executive be entitled to receive the reimbursements provided for in this subparagraph if he acts in bad faith or pursues a claim without merit, or if he fails to prevail in any action instituted by him or Company.
Payment of Legal Fees and Expenses. To the extent permitted by law, Company shall pay all reasonable legal fees, costs of litigation or arbitration, prejudgment or pre-award interest, and other expenses incurred in good faith by Executive as a result of Company’s refusal to provide benefits under this section 3, or as a result of Company contesting the validity, enforceability or interpretation of the provisions of this section 3, or as the result of any conflict (including conflicts related to the calculation of parachute payments or the characterization of Executive’s termination) between Executive and Company; provided that the conflict or dispute is resolved in Executive’s favor and Executive acts in good faith in pursuing his rights under this section 3.
Payment of Legal Fees and Expenses. If an Event of Default should occur and the Authority, the Credit Facility Issuer (if any) or the Trustee should incur expenses, including reasonable attorneys’ fees and expenses, in connection with the enforcement of this Agreement, the Indenture, the Note or the collection of sums due hereunder or thereunder, the Company shall reimburse the Authority, the Credit Facility Issuer (if any) and the Trustee, as applicable, for the expenses so incurred, upon demand.
Payment of Legal Fees and Expenses. If an Event of Default should occur and the Issuer or the Trustee should incur expenses, including reasonable attorneys’ fees and expenses, in connection with the enforcement of this Agreement, the Indenture, the Note or the collection of sums due hereunder or thereunder, the Company shall reimburse the Issuer and the Trustee, as applicable, for the expenses so incurred, upon demand.
Payment of Legal Fees and Expenses. The Borrower Parties shall have paid all outstanding reasonable fees and expenses of the Administrative Agent and its professional advisors (including, without limitation, Xxxxxx & Xxxxxxx LLP).
Payment of Legal Fees and Expenses. Simultaneously with the execution of this Agreement, the Company shall deliver to the Subscribing Parties a check in the amount of $35,000, payable to Shereff, Friedman, Xxxxxxx & Xxxxxxx, LLP, as reimbursement of certain of the documented out-of-pocket legal fees and expenses incurred by the Subscribing Parties in connection with the subject matter of this Agreement.
Payment of Legal Fees and Expenses. EnergySouth agrees to pay promptly as incurred, to the full extent permitted by law, all reasonable legal fees and expenses which Executive may reasonably incur (i) as a result of any contest (regardless of the outcome thereof) by EnergySouth, Executive or others of the validity or enforceability of, or liability under, any provision of this Agreement.
Payment of Legal Fees and Expenses. The Company shall have paid the reasonable fees, charges and disbursements of Xxxxxxx XxXxxxxxx LLP, special counsel to Prudential and PIM, in connection with the preparation and negotiation of this Agreement and the other Transaction Documents.
Payment of Legal Fees and Expenses. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company may have against the Officer or others. In no event shall the Officer be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Officer under any of the provisions of this Agreement. The Company agrees to pay, to the full extent permitted by law, all legal fees and expenses which the Officer may reasonably incur as a result of any contest (regardless of the outcome thereof) by the Company (including its successors, assigns or affiliates) or others of the validity or enforceability of, or liability under, any provision of this Agreement or any guarantee of performance thereof (including as a result of any contest by the Officer about the amount of any payment pursuant to Section 7 of this Agreement), plus in each case interest at the applicable Federal rate provided for in Section 7872(f)(2) of the Code.
Payment of Legal Fees and Expenses. The Company shall have paid the fees, charges and disbursements of Xxxxxx Godward LLP, special counsel to Prudential, in connection with the preparation and negotiation of this Agreement and the other Transaction Documents.