Common use of Assistance with Claims Clause in Contracts

Assistance with Claims. Executive agrees that, consistent with the Executive's business and personal affairs, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates in the defense of any claims, or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate in any Proceeding, to the extent that such claims may relate to the Executive's employment or the period of Executive's employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's reasonable out-of- pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services.

Appears in 8 contracts

Samples: Restricted Stock Agreement (Datascension Inc), Executive Employment Agreement (Datascension Inc), Agreement (Citizens Banking Corp)

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Assistance with Claims. The Executive agrees that, consistent with the Executive's ’s business and personal affairs, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates any Related Company in the defense of any claims, claims or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates any Related Company in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate Related Company in any Proceeding, to the extent that such claims may relate to the Executive's ’s employment or the period of the Executive's ’s employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate Related Company (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate Related Company with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's ’s reasonable out-of- of-pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services’s service.

Appears in 4 contracts

Samples: Brunswick Corporation (Brunswick Corp), Brunswick Corporation (Brunswick Corp), Terms and Conditions of Employment (Brunswick Corp)

Assistance with Claims. The Executive agrees that, consistent with taking into account the Executive's business and personal affairs’s other commitments, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates any Related Company in the defense of any claims, claims or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates any Related Company in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate Related Company in any Proceeding, to the extent that such claims may relate to the Executive's ’s employment or the period of the Executive's ’s employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate Related Company (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate Related Company with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's ’s reasonable out-of- of-pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services’s service.

Appears in 4 contracts

Samples: Terms and Conditions of Employment1 (Brunswick Corp), Terms and Conditions of Employment1 (Brunswick Corp), Terms and Conditions of Employment1 (Brunswick Corp)

Assistance with Claims. The Executive agrees that, consistent with taking into account the Executive's business and personal affairs’s other commitments, during and after his his/her employment by the Company, s/he will assist the Company and its subsidiaries and affiliates any Related Company in the defense of any claims, claims or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates any Related Company in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate Related Company in any Proceeding, to the extent that such claims may relate to the Executive's ’s employment or the period of the Executive's ’s employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate Related Company (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate Related Company with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's ’s reasonable out-of- of-pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services’s service.

Appears in 3 contracts

Samples: Terms And (Brunswick Corp), Terms And (Brunswick Corp), Terms And (Brunswick Corp)

Assistance with Claims. The Executive agrees that, consistent with the Executive's ’s business and personal affairs, during and after his [his/her] employment by the Company, he [he/she] will assist the Company and its subsidiaries and affiliates any Related Company in the defense of any claims, claims or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates any Related Company in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate Related Company in any Proceeding, to the extent that such claims may relate to the Executive's ’s employment or the period of the Executive's ’s employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate Related Company (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate Related Company with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's ’s reasonable out-of- of-pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services’s service.

Appears in 2 contracts

Samples: Brunswick Corporation (Brunswick Corp), Brunswick Corporation (Brunswick Corp)

Assistance with Claims. Executive agrees that, consistent with the Executive's business and personal affairs, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates in the defense of any claims, or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate in any Proceeding, to the extent that such claims may relate to the Executive's employment or the period of Executive's employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate with respect to such investigation. investigation The Company agrees to reimburse Executive for all of Executive's reasonable out-of- pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services.

Appears in 1 contract

Samples: Executive Employment Agreement (Datascension Inc)

Assistance with Claims. The Executive agrees that, consistent with the Executive's business and personal affairs, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates the Affiliated Entities in the defense of any claims, or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "ProceedingPROCEEDING"), and will assist the Company and its affiliates the Affiliated Entities in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate the Affiliated Entities in any Proceeding, to the extent that such claims may relate to the Executive's employment or the period of Executive's employment by the Company. The Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. The Executive also agrees, unless precluded by law, to promptly inform the Company if the Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate the Affiliated Entities (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate the Affiliated Entities with respect to such investigation. The Company agrees to reimburse the Executive for all of the Executive's reasonable out-of- of-pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for the Executive's services.

Appears in 1 contract

Samples: Employment Agreement (Citizens Banking Corp)

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Assistance with Claims. The Executive agrees that, consistent with during the Agreement Term and continuing for a reasonable period after the Executive's business and personal affairs’s termination of employment, during and after his employment by the Company, he Executive will assist the Company and its subsidiaries and affiliates in the defense of any claims, or potential claims that may be made against the Company or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding")its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate in any Proceedingof its affiliates, to the extent that such claims may relate to the Executive's employment or the period of Executive's employment services performed by the CompanyExecutive for the Company or any of its Exhibit 10.30 affiliates. The Executive agrees, unless precluded by law, agrees to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in he becomes aware of any Proceeding lawsuits involving such claims that may be filed against the Company or potential claimsany of its affiliates. The Company agrees to provide legal counsel to the Executive in connection with such assistance (to the extent legally permitted), and to reimburse the Executive for all of the Executive’s reasonable out-of-pocket expenses associated with such assistance, including travel expenses and reasonable legal expenses. The Executive shall choose his legal counsel in his reasonable sole discretion. For periods after the Executive’s employment with the Company terminates, the Company agrees to provide reasonable compensation to the Executive for such assistance. The Executive also agrees, unless precluded by law, agrees to promptly inform the Company if Executive he is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate of its affiliates (or their actions)) that may relate to services performed by the Executive for the Company or its affiliates, regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate its affiliates with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's reasonable out-of- pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services.

Appears in 1 contract

Samples: Employment Agreement (Delphi Technologies PLC)

Assistance with Claims. The Executive agrees that, consistent with the Executive's business and personal affairs, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates in the defense of any claims, claims or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate in any Proceeding, to the extent that such claims may relate to the Executive's employment or the period of Executive's employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's reasonable out-of- pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services.

Appears in 1 contract

Samples: Executive Severance Benefits and Change in Control Agreement (Brunswick Corp)

Assistance with Claims. The Executive agrees that, consistent with the Executive's ’s business and personal affairs, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates the Affiliated Entities in the defense of any claims, or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates the Affiliated Entities in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate the Affiliated Entities in any Proceeding, to the extent that such claims may relate to the Executive's ’s employment or the period of Executive's ’s employment by the Company. The Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. The Executive also agrees, unless precluded by law, to promptly inform the Company if the Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate the Affiliated Entities (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate the Affiliated Entities with respect to such investigation. The Company agrees to reimburse the Executive for all of the Executive's ’s reasonable out-of- of-pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for the Executive's ’s services.

Appears in 1 contract

Samples: Employment Agreement (Citizens Banking Corp)

Assistance with Claims. The Executive agrees that, consistent with the Executive's business and personal affairs, during and after his employment by the Company, he will assist the Company and its subsidiaries and affiliates in the defense of any claims, claims or potential claims that may be made or threatened to be made against any of them in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or any subsidiary or affiliate in any Proceeding, to the extent that such claims may relate to the Executive's employment or the period of Executive's employment by the Company. Executive agrees, unless precluded by law, to promptly inform the Company if Executive is asked to participate (or otherwise become involved) in any Proceeding involving such claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company if Executive is asked to assist in any investigation (whether governmental or private) of the Company or any subsidiary or affiliate (or their actions), regardless of whether a lawsuit has then been filed against the Company or any subsidiary or affiliate with respect to such investigation. The Company agrees to reimburse Executive for all of Executive's reasonable outout- of-of- pocket expenses associated with such assistance, including travel expenses and any attorneys' fees and shall pay a reasonable per diem fee for Executive's services.

Appears in 1 contract

Samples: Executive Severance Benefits (Brunswick Corp)

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