DSW 2011 Annual Report Download - page 105

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include the plural or singular number, respectively; (3) the words “hereof”, “herein” and “hereunder”
and words of similar import when used in this
Warrant shall refer to this Warrant as a whole and not to any particular provision of this Warrant, and Section and paragraph references are to the
Sections and paragraphs of this Warrant unless otherwise specified; (4) the word “including”
and words of similar import when used in this Warrant
shall mean “including, without limitation,” unless otherwise specified; (5) “or”
is not exclusive; and (6) provisions apply to successive events and
transactions.
19. GOVERNING LAW . This Agreement shall be governed by and construed in accordance with the law of the State of New York.
20. REGISTRATION RIGHTS AGREEMENT
. The shares of Common Stock (and Other Securities of the Company) issuable upon
exercise of this Warrant shall constitute Registrable Securities (as such term is defined in the Registration Rights Agreement). Each Holder shall be
entitled to all of the benefits afforded to a holder of any such Registrable Securities under the Registration Rights Agreement and such Holder, by its
acceptance of this Warrant, agrees to be bound by and to comply with the terms and conditions of the Registration Rights Agreement, applicable to
such Holder as a holder of such Registrable Securities.
21. EXPIRATION . The right to exercise this Warrant shall expire at ________ P.M., New York City time on __________.
22. COSTS AND ATTORNEYS' FEES
. In the event that any action, suit or other proceeding is instituted concerning or arising out
of this Warrant, the Company agrees and the Holder, by taking and holding this Warrant agrees, that the prevailing party shall recover from the non-
prevailing party all of such prevailing party's costs and reasonable attorneys' fees incurred in each and every such action, suit or other proceeding,
including any and all appeals or petitions therefrom.
[Remainder of this page intentionally left blank]
IN WITNESS WHEREOF, the Company has executed and delivered this Warrant as of the date first above written.
DSW INC.
By:
Name:
Title: