The Corporation hereby agrees to indemnify and hold harmless Executive to the fullest extent permitted by the Corporatio n’s Certificate of Incorporation, By-Laws, the Delaware General Corporation Law or any other applicable law, as any or all may be amended from time to time. Such reimbursements shall include but not be limited to Executive’s reasonable and necessary out of pocket expenses including attorneys and expert fees, losses, judgments, claims, and  settlement payments and any other such costs and expenses.