Common use of Additional Payments; Additional Acts Clause in Contracts

Additional Payments; Additional Acts. From time to time, the Guarantors will (a) pay or reimburse the Agent and each Lender on request for all Taxes (other than Taxes imposed on the net income of the Agent or such Lender) imposed on this Guaranty and the other Guarantor Documents to which any Guarantor is a party; (b) pay or reimburse the Agent and each Lender on request for all costs, expenses and fees, including, without limitation, attorneys’ fees (including allocated costs of in-house counsel), incurred by the Agent or such Lender in connection with the negotiation, preparation and execution of this Guaranty and the other Guarantor Documents to which any Guarantor is a party and any and all amendments, waivers, consents and similar documents pertaining hereto and thereto; (c) if requested by the Agent or any Lender, obtain and promptly furnish to the Agent or such Lender evidence of all such Government Approvals as may be required to enable each Guarantor to comply with its obligations hereunder and under the other Guarantor Documents to which any Guarantor is a party and to continue its business and operations as conducted on the date hereof without material interruption or interference; and (d) execute and deliver all such instruments and to perform all such other acts as the Agent or any Lender may request to carry out the transactions contemplated by this Guaranty and the other Guarantor Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any Lender’s Lien on all Collateral. If any Guarantor shall default in its obligations to reimburse the Agent or any Lender, interest shall accrue on the unpaid amount thereof at the Default Rate from the date the Agent or such Lender makes demand therefor until repaid in full by the Guarantors; provided, however, that interest shall not accrue at a rate in excess of the maximum rate permitted by applicable law. The obligations of each Guarantor under this Section 4.11 shall survive the payment of the Loans and the termination of this Guaranty.

Additional Payments; Additional Acts. From time to time, the Guarantors Borrower will (a) pay or reimburse the Agent and each Lender on request for all Taxes (other than Taxes imposed on the net income of the Agent or such Lender) imposed on this Guaranty Agreement and any other Loan Document or payment and for all expenses, including, without limitation, attorneys’ fees (including allocated costs of in-house counsel), incurred by the other Guarantor Documents to which any Guarantor is a partyLender in connection with the making or administering of the Loans, (b) pay or reimburse the Agent and each Lender on request for all expenses (including allocated costs of in-house collateral examiners) incurred by the Agent or such Lender in connection with conducting field audits or inspections of the Collateral; provided, however, that so long as no Event of Default shall have occurred and be continuing, such collateral examinations shall occur no more often than annually; (bc) pay or reimburse the Agent and each Lender on request for all costs, expenses and fees, including, without limitation, attorneys’ fees (including allocated costs of in-house counsel), incurred by the Agent or such Lender in connection with the negotiation, preparation and execution of this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and any and all amendments, waivers, consents and similar documents pertaining hereto and thereto; (cd) pay or reimburse the Agent and each Lender for all expenses, including, without limitation, attorneys’ fees, incurred by the Agent or such Lender in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement and each other Loan Document (including, without limitation, all such costs and expenses incurred during any “workout” or restructuring in respect of the Loans and during any legal proceeding, including, without limitation, any proceeding under any applicable international, foreign, Federal, state or local bankruptcy, insolvency or other similar debtor relief laws); (e) if requested by the Agent or any Lender, obtain and promptly furnish to the Agent or such Lender evidence of all such Government Approvals as may be required to enable each Guarantor the Borrower to comply with its obligations hereunder and under the other Guarantor Borrower Documents to which any Guarantor is a party and to continue its business and operations as conducted on the date hereof without material interruption or interference; and (df) execute and deliver all such instruments and to perform all such other acts as the Agent or any Lender may request to carry out the transactions contemplated by this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any Lender’s Lien on all Collateral. If any Guarantor All amounts described in this Section shall be repayable by the Borrower on demand, and if the Borrower shall default in its obligations to pay or reimburse the Agent or any Lender, interest shall accrue on the unpaid amount thereof at the Default Rate from the date the Agent or such Lender makes demand therefor until repaid in full by the GuarantorsBorrower; provided, however, that interest shall not accrue at a rate in excess of the maximum rate permitted by applicable law. The amount and nature of any expense by the Agent or any Lender hereunder shall be fully established by the certificate of the Agent or such Lender or any of the Agent’s or such Lender’s officers or agents. The obligations of each Guarantor the Borrower under this Section 4.11 6.14 shall survive the payment of the Loans and the termination of this GuarantyAgreement.

Additional Payments; Additional Acts. From time to time, the Guarantors Borrower will (a) pay or reimburse the Agent and each Lender on request for all Taxes (other than Taxes imposed on the net income or gross revenues of the Agent or such Lender) imposed on this Guaranty any Loan Document or payment and the other Guarantor Documents to which any Guarantor is a party; (b) pay or reimburse the Agent and each Lender on request for all costsreasonable expenses, expenses and fees, including, without limitation, attorneys’ including legal fees (including allocated costs of in-house counsel), incurred by the Agent or such Lender in connection with the negotiationmaking or administering of the Loans, preparation and execution (b) pay or reimburse Lender on request for all reasonable expenses incurred by Lender in connection with conducting field audits or inspections of this Guaranty and the other Guarantor Documents to which any Guarantor is a party and any and all amendments, waivers, consents and similar documents pertaining hereto and theretoCollateral; (c) pay or reimburse Lender for all reasonable expenses, including legal fees, incurred by Lender in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement and each other Loan Document (including all such costs and expenses incurred during any "workout" or restructuring in respect of the Loans and during any legal proceeding, including any proceeding under the Bankruptcy Code or under any other applicable bankruptcy, insolvency or similar law affecting the rights of creditors generally of the United States or any State thereof; (d) if requested by the Agent or any Lender, obtain and promptly furnish to the Agent or such Lender evidence of all such Government Approvals as may be required to enable each Guarantor Borrower to comply with its obligations hereunder and under the other Guarantor Loan Documents to which any Guarantor is a party and to continue its in business and operations as conducted on the date hereof without material interruption or interference; and (de) execute and deliver all such instruments and to perform all such other acts as the Agent or any Lender may reasonably request to carry out the transactions contemplated by this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any Lender’s 's Lien on all Collateral. If any Guarantor Borrower shall default in its obligations to reimburse the Agent or any Lender, interest shall accrue on the unpaid amount thereof at a per annum rate equal to five percent (5%) above the Default Prime Rate (changing as such Prime Rate changes) from the date the Agent or such Lender makes demand therefor until repaid in full by the Guarantors; provided, however, that interest shall not accrue at a rate in excess of the maximum rate permitted by applicable lawBorrower. The obligations of each Guarantor Borrower under this Section 4.11 shall survive the payment of the Loans and the termination of this GuarantyAgreement.

Additional Payments; Additional Acts. From time to time, the Guarantors Borrower will (a) pay or reimburse the Agent and each Lender on request for all Taxes (other than Taxes imposed on the net income of the Agent or such Lender) imposed on this Guaranty Agreement and any other Loan Document or payment and for all expenses, including, without limitation, attorneys’ fees (including allocated costs of in-house counsel), incurred by the other Guarantor Documents to which any Guarantor is a partyLender in connection with the making or administering of the Loans, (b) pay or reimburse the Agent and each Lender on request for all expenses (including allocated costs of in-house collateral examiners) incurred by the Agent or such Lender in connection with conducting field audits or inspections of the Collateral; provided, however, that so long as no Event of Default shall have occurred and be continuing, such collateral examinations shall occur no more often than annually; (bc) pay or reimburse the Agent and each Lender on request for all costs, expenses and fees, including, without limitation, attorneys’ fees (including allocated costs of in-house counsel), incurred by the Agent or such Lender in connection with the negotiation, preparation and execution of this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and any and all amendments, waivers, consents and similar documents pertaining hereto and thereto; (cd) pay or reimburse the Agent and each Lender for all expenses, including, without limitation, attorneys’ fees, incurred by the Agent or such Lender in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement and each other Loan Document (including, without limitation, all such costs and expenses incurred during any “workout” or restructuring in respect of the Loans and during any legal proceeding, including, without limitation, any proceeding under any applicable international, foreign, Federal, state or local bankruptcy, insolvency or other similar debtor relief laws); (e) if requested by the Agent or any Lender, obtain and promptly furnish to the Agent or such Lender evidence of all such Government Approvals as may be required to enable each Guarantor the Borrower to comply with its obligations hereunder and under the other Guarantor Borrower Documents to which any Guarantor is a party and to continue its business and operations as conducted on the date hereof without material interruption or interference; and (df) execute and deliver all such instruments and to perform all such other acts as the Agent or any Lender may request to carry out the transactions contemplated by this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any Lender’s Lien on all Collateral. If any Guarantor All amounts described in this Section shall be repayable by the Borrower on demand, and if the Borrower shall default in its obligations to pay or reimburse the Agent or any Lender, interest shall accrue on the unpaid amount thereof at the Default Rate from the date the Agent or such Lender makes demand therefor until repaid in full by the GuarantorsBorrower; provided, however, that interest shall not accrue at a rate in excess of the maximum rate permitted by applicable law. The amount and nature of any expense by the Agent or any Lender hereunder shall be fully established by the certificate of the Agent or such Lender or any of the Agent’s or such Lender’s officers or agents. The obligations of each Guarantor the Borrower under this Section 4.11 6.13 shall survive the payment of the Loans and the termination of this GuarantyAgreement.

Additional Payments; Additional Acts. From time to time, the Guarantors Borrower will (a) pay or reimburse the Agent and each Lender on request for all Taxes (other than Taxes imposed on the net income of the Agent or such Lender) imposed on this Guaranty Agreement and any other Loan Document or payment and for all reasonable expenses, including, without limitation, attorneys’ fees (including allocated costs of in-house counsel), incurred by the other Guarantor Documents to which any Guarantor is a party; Agent and each Lender in connection with the making or administering of the Loans, (b) pay or reimburse the Agent and each Lender on request for all reasonable expenses (including allocated costs of in-house collateral examiners) incurred by the Agent and each Lender in connection with conducting field audits or inspections of the Collateral; provided, however, that so long as no Event of Default shall have occurred and be continuing, such collateral examinations shall occur no more often than annually, and shall be conducted by Persons present in American Samoa; provided further that, Borrower shall be under no obligation to pay or reimburse Lender for any costs or expenses incurred should Lender wish to send Persons from outside American Samoa to American Samoa to conduct any field audits or inspections, except upon the occurrence and during the continuation of an Event of Default and then at Borrower’s expense; (c) pay or reimburse the Agent and each Lender on request for all reasonable costs, expenses and fees, including, without limitation, attorneys’ fees (including allocated costs of in-house counsel), incurred by the Agent or such Lender in connection with the negotiation, preparation and execution of this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and any and all amendments, waivers, consents and similar documents pertaining hereto and thereto; (cd) pay or reimburse the Lender for all reasonable expenses, including, without limitation, attorneys’ fees, incurred by the Agent and each Lender in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement and each other Loan Document (including, without limitation, all such costs and expenses incurred during any “workout” or restructuring in respect of the Loans and during any legal proceeding, including, without limitation, any proceeding under any applicable international, foreign, Federal, state or local bankruptcy, insolvency or other similar debtor relief laws); (e) if requested by the Agent or any Lender, obtain and promptly furnish to the Agent or such Agent or such Lender evidence of all such Government Approvals as may be required to enable each Guarantor the Borrower to comply with its obligations hereunder and under the other Guarantor Borrower Documents to which any Guarantor is a party and to continue its business and operations as conducted on the date hereof without material interruption or interference; and (df) execute and deliver all such instruments and to perform all such other acts as the Agent or any Lender may reasonably request to carry out the transactions contemplated by this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any Lender’s Lien on all Collateral. If All amounts described in this Section shall be repayable by the Borrower on demand. The amount and nature of any Guarantor shall default in its obligations to reimburse expense by the Agent or any Lender, interest Lender hereunder shall accrue on be fully established by the unpaid amount thereof at the Default Rate from the date certificate of the Agent or such Lender makes demand therefor until repaid in full by the Guarantors; provided, however, that interest shall not accrue at a rate in excess or any of the maximum rate permitted by applicable lawAgent’s or such Lender’s officers or agents. The obligations of each Guarantor the Borrower under this Section 4.11 6.4 shall survive the payment of the Loans and the termination of this GuarantyAgreement.

Additional Payments; Additional Acts. From time to timetime and upon demand by the Agent, the Guarantors will (a) pay or reimburse the Agent and each Lender on request the Lenders for all Taxes (other than Taxes imposed based solely on the overall net or gross income of the Agent or such Lender) imposed on this Guaranty Agreement and the any other Guarantor Documents to which any Guarantor is a party; Loan Document, (b) pay or reimburse the Agent and each Lender on request the Lenders for all costs, expenses and fees, including, without limitation, attorneys’ including reasonable out-of-pocket legal fees (including allocated costs charges of in-house internal legal counsel), ) incurred by the Agent or such Lender in connection with (i) the negotiation, preparation and execution of this Guaranty Agreement, the Notes, the Guaranty, the Security Documents and the other Guarantor Documents to which any Guarantor is a party Loan Documents, and any amendment, waiver, consent or other modification of the provisions hereof and thereof and the consummation and administration of the transactions contemplated hereby and thereby and (ii) the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement, the Notes, the Guaranty, the Security Documents and each other Loan Document (including all amendmentssuch costs and expenses incurred during any “workout” or restructuring in respect of the Loans and during any legal proceeding, waiversincluding any proceeding under any applicable bankruptcy, consents and insolvency or other similar documents pertaining hereto and thereto; law affecting the rights of creditors generally of the United States of America or any State thereof, (c) if requested by the Agent or any Lender, obtain and promptly furnish to the Agent or such Lender evidence of all such Government Approvals as may be required to enable each the Borrower or any Guarantor to comply with its obligations hereunder and under the other Guarantor Documents to which any Guarantor is a party and to continue its business and operations as conducted on the date hereof without material interruption or interferenceLoan Documents; and (d) execute and deliver all such instruments and to perform all such other acts as the Agent or any Lender may reasonably request to carry out the transactions contemplated by this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any Lender’s Lien on all Collateral. If any Guarantor the Borrower shall default in its obligations to reimburse the Agent or any Lender, interest shall accrue on the unpaid amount thereof at the Default Rate from the date the Agent or such Lender makes demand therefor until repaid in full by the Guarantors; provided, however, that interest shall not accrue at a rate in excess of the maximum rate permitted by applicable lawBorrower. The obligations of each Guarantor the Borrower under this Section 4.11 6.14 shall survive the payment of the Loans and the termination of this GuarantyAgreement.

Additional Payments; Additional Acts. From time to time, the Guarantors Borrower will (a) pay or reimburse the Agent and each Lender on request for all Taxes (other than Taxes imposed on the net income or gross revenues of the Agent or such Lender) imposed on this Guaranty any Loan Document or payment and the other Guarantor Documents to which any Guarantor is a party; (b) pay or reimburse the Agent and each Lender on request for all costsreasonable expenses, expenses and fees, including, without limitation, attorneys’ including legal fees (including allocated costs of in-house counsel), incurred by the Agent or such Lender in connection with the negotiationmaking or administering of the Loans, preparation and execution (b) pay or reimburse Lender on request for all reasonable expenses incurred by Lender in connection with conducting field audits or inspections of this Guaranty and the other Guarantor Documents to which any Guarantor is a party and any and all amendments, waivers, consents and similar documents pertaining hereto and theretoCollateral; (c) pay or reimburse Lender for all reasonable expenses, including legal fees, incurred by Lender in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement and each other Loan Document (including all such costs and expenses incurred during any “workout” or restructuring in respect of the Loans and during any legal proceeding, including any proceeding under the Bankruptcy Code or under any other applicable bankruptcy, insolvency or similar law affecting the rights of creditors generally of the United States or any State thereof; (d) if requested by the Agent or any Lender, obtain and promptly furnish to the Agent or such Lender evidence of all such Government Approvals as may be required to enable each Guarantor Borrower to comply with its obligations hereunder and under the other Guarantor Loan Documents to which any Guarantor is a party and to continue its in business and operations as conducted on the date hereof without material interruption or interference; and (de) execute and deliver all such instruments and to perform all such other acts as the Agent or any Lender may reasonably request to carry out the transactions contemplated by this Guaranty Agreement and the other Guarantor Loan Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any Lender’s Lien on all Collateral. If any Guarantor Borrower shall default in its obligations to reimburse the Agent or any Lender, interest shall accrue on the unpaid amount thereof at a per annum rate equal to five percent (5%) above the Default Prime Rate (changing as such Prime Rate changes) from the date the Agent or such Lender makes demand therefor until repaid in full by the Guarantors; provided, however, that interest shall not accrue at a rate in excess of the maximum rate permitted by applicable lawBorrower. The obligations of each Guarantor Borrower under this Section 4.11 shall survive the payment of the Loans and the termination of this GuarantyAgreement.

Additional Payments; Additional Acts. From time to time, the Guarantors Borrower will (a) pay or reimburse the Agent and each Lender on request for all Taxes (other than Taxes imposed on the net income or gross revenues of the Agent or such Lender) imposed on this Guaranty Agreement or any other Loan Document or payment and the other Guarantor Documents to which any Guarantor is a party; (b) pay or reimburse the Agent and each Lender on request for all costsreasonable out-of-pocket expenses, expenses and fees, including, without limitation, attorneys’ including reasonable legal fees (including allocated costs of in-house counsel), incurred by the Agent or such Lender in connection with the negotiationmaking, preparation issuance or administering of the Loans and execution Letters of this Guaranty Credit; (b) pay or reimburse Lender for all reasonable out-of-pocket expenses, including reasonable legal fees, incurred by Lender in connection with the enforcement by judicial proceedings or arbitration or other alternative dispute resolution proceeding or otherwise of any of the rights of Lender under the Loan Documents (including, without limitation, all such costs and expenses incurred during any “workout” or restructuring in respect of the Loans and during any legal proceeding, including, without limitation, any proceeding under any applicable bankruptcy, insolvency or other Guarantor Documents to which similar law affecting the rights of creditors generally of the United States of America or any Guarantor is a party and any and all amendments, waivers, consents and similar documents pertaining hereto and theretoState thereof); (c) if requested by upon the Agent or any Lenderreasonable request of Xxxxxx, obtain and promptly furnish to the Agent or such Lender evidence of all such Government Approvals as may be required to enable Borrower and each Guarantor to comply with its obligations hereunder and under the other Guarantor Loan Documents to which any Guarantor it is a party and to continue its in business and operations as conducted on the date hereof Closing Date without material interruption or interference; and (d) execute and deliver all such instruments and to documents (including, without limitation, deeds of trust and vehicle title applications and registrations) and perform all such other acts as the Agent or any Lender may reasonably request to carry out the transactions contemplated by this Guaranty and the other Guarantor Loan Documents to which any Guarantor is a party and to maintain the continuous perfection and priority of the Agent’s or any LenderXxxxxx’s Lien on all CollateralCollateral (including, without limitation, hereafter acquired vehicles). If any Guarantor Borrower shall default in its obligations to reimburse the Agent Lender or to make any Lenderother payment required hereunder, interest shall accrue on the unpaid amount thereof at a per annum rate equal to five percent (5%) above the Default Prime Rate (changing as such Prime Rate changes) from the date the Agent or such Lender makes demand is made upon Borrower therefor until repaid in full by the Guarantors; provided, however, that interest shall not accrue at a rate in excess of the maximum rate permitted by applicable lawfull. The obligations of each Guarantor Borrower under this Section 4.11 6.13 shall survive the payment of the Loans and the Notes, the reimbursement of the Letters of Credit and the termination of this GuarantyAgreement.