Legal Fees and Expenses. The Company shall reimburse all legal fees and related expenses (including the costs of experts, evidence and counsel) reasonably and in good faith incurred by a Participant if the Participant prevails on a material issue with respect to his or her claim for relief in an action by the Participant to obtain or enforce any right or benefit provided by this Plan. If a Participant is entitled to recover fees and expenses under this [Section 10.1], the reimbursement of an eligible expense shall be made within 10 business days after delivery of the Participant’s respective written requests for payment accompanied with such evidence of fees and expenses incurred as the Company reasonably may require, but in no event later than March 15 of the year after the year in which such rights are established.

Payment of Legal Fees and Expenses. TheFees. If any action at law or in equity is necessary for a Participant to enforce or interpret the terms of the Plan, the Company shall reimburse all legalpromptly pay such Participant’s reasonable attorneys’ fees and relatedother reasonable expenses (including the costs of experts, evidence and counsel) reasonably and in good faith incurred by a Participant if the Participant prevails on a material issue with respect to his or her claim for relief in ansuch action. If any other action byis taken with respect to the Participant to obtain or enforce any right or benefit provided by this Plan.Plan, each party shall bear its own attorneys’ fees and expenses. If a Participantreimbursement is entitled to recover fees and expensescalled for under this [Section 10.1]12.8], the# such reimbursement of an eligible expense shall be made within 10 business days after deliveryno later than the end of the Participant’s respective written requestscalendar year immediately following the calendar year in which Participant pays the related legal fees or expenses, # the amount of expenses eligible for payment accompanied with such evidence of fees andreimbursement in any given calendar year shall not affect the expenses incurred asthat the Company reasonablyis obligated to reimburse in any other calendar year, # the Participant’s right to such reimbursements may require, butnot be liquidated or exchanged for any other benefit, and # in no event shall the Company’s obligations to make such reimbursements apply later than March 15 of the year after the year in which such rights are established.Participant’s remaining lifetime.

Expense Reimbursement. The Company shall promptly reimburse the Participant for all legal fees and related expenses (including the costs of experts, evidence and counsel) reasonably andincurred in good faith incurred by a Participant if the Participant prevails on a material issue with respect to his or her claim for relief in an action by the Participantsuccessfully seeking to obtain or enforce any right or benefit provided by thisunder the Plan. If a Participant is entitled to recover fees and expenses under this [Section 10.1], the reimbursement of an eligible expense shall be made within 10 business days after delivery of the Participant’s respective written requests for payment accompanied with such evidence of fees and expenses incurred as the Company reasonably may require, but in no event later than March 15 of the year after the year in which such rights are established.