Common use of Legal Expenses After a CC Termination Clause in Contracts

Legal Expenses After a CC Termination. The Company will pay or reimburse the Executive for reasonable legal fees (including, without limitation, any and all court costs and reasonable attorneys’ fees and expenses) incurred by the Executive in connection with or as a result of any claim, action or proceeding brought by the Company or the Executive following a CC Termination that entitles the Executive to a severance payment under paragraph 6.3; provided, however, that the Company will have no obligation to pay any such legal fees, if in the case of an action brought by the Executive, the Company is successful in establishing with the court that the Executive’s action was frivolous or otherwise without any reasonable legal or factual basis.