No Mitigation; Generally No Offset. The Company agrees that, if Executive's employment is terminated, Executive is not required [[Organization A:Organization]] seek other employment or [[Organization A:Organization]] attempt in any way [[Organization A:Organization]] reduce any amounts payable [[Organization A:Organization]] Executive by the Company pursuant [[Organization A:Organization]] Article 3. Further, the amount of any payment or benefit provided for in Article 4 (other than as provided in [Sections 3.03(a) and 4.01(b)])]) shall not be reduced by any compensation earned by Executive as the result of employment by another employer, by retirement benefits, by offset against any amount claimed [[Organization A:Organization]] be owed by Executive [[Organization A:Organization]] the Company or any of its subsidiaries, or otherwise.

•the reasonable fees incurred with prior notice to us by an identity fraud mitigation entity to:

•monitor for up to one year the effectiveness of the fraud mitigation and to detect additional identity fraud activity after the first identify fraud occurrence.

Section # Mitigation of Additional Costs or Adverse Circumstances. If, in respect of any Lender, circumstances arise which would or would upon the giving of notice result in:

No Mitigation. A Participant is not required to seek other employment or to attempt in any way to reduce any amounts otherwise payable to a Participant under this Policy.

SECTION # Payments Generally; Pro Rata Treatment; Sharing of Set-offs 7471 SECTION 2.19. Mitigation Obligations; Replacement of Lenders 7673 SECTION 2.20. Increase in Revolving Facility Commitments and/or Incremental Term

The Parent shall indemnify each Finance Party for all costs and expenses reasonably incurred by that Finance Party as a result of steps taken by it under Clause 17.1 (Mitigation).

"Identity fraud mitigation entity" means a company that principally provides professional, specialized services to counter identity fraud for individuals or groups of individuals, or a financial institution that provides similar services.

No Duty to Mitigate. In no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive under any of the provisions of the Plan, and such amounts shall not be reduced whether or not the Executive obtains other employment.

Unless otherwise determined by a court of competent jurisdiction or in a separate action in the Chancery Court of Delaware, a settlement of any suit, action or proceeding shall be presumed to be an "expense" in mitigation of the expenses of continued litigation and not the compromise of a judgment on the merits of the action, suit or proceeding.