Holdings and the Company shall indemnify the Executive and hold him harmless to the fullest extent permitted by law and under the charter and bye-laws of Holdings and the Company (including the advancement of expenses) against, and with respect to, any and all actions, suits, proceedings, claims, demands, judgments, costs, expenses (including reasonable attorney fees), losses and damages resulting from the Executive’s good faith performance of his duties and obligations with Holdings and the Company and their affiliated companies.