Common use of Agent Compensation Clause in Contracts

Agent Compensation. Agent shall be paid a fee for its services as set forth on Schedule III attached hereto and incorporated herein, which shall be subject to increase upon notice sent to the Issuer, and reimbursed for its reasonable costs and expenses incurred as set forth on Schedule III attached hereto. In the event that the conditions of this Agreement are not promptly fulfilled, or if Agent renders any service not provided for in this Agreement that has previously been approved in writing by the Issuer, or if the Issuer requests a substantial modification of its terms, or if any controversy arises, or if Agent is made a party to, or intervenes in, any litigation pertaining to this Agreement or its subject matter, Agent shall be reasonably compensated for such extraordinary services incurred as set forth on Schedule III attached hereto and reimbursed for all reasonable, documented out-of-pocket costs, attorney’s fees, including allocated costs of in-house counsel, and expenses occasioned by such default, delay, controversy or litigation and Agent shall have the right to retain all documents and/or other things of value at any time held by Agent under this Agreement until such compensation, fees, costs, and expenses are paid. The Issuer promises to pay these sums promptly upon receipt of written request therefor and a reasonably detailed invoice thereof from Agent. The Issuer and its successors and assigns agree jointly and severally to indemnify and hold Agent harmless against any and all losses, claims, damages, liabilities, and expenses, including reasonable costs of investigation, counsel fees, including allocated costs of in-house counsel and disbursements that may be imposed on Agent or incurred by Agent in connection with the performance of its duties under this Agreement, including but not limited to any litigation arising from this Agreement or involving its subject matter.

Agent Compensation. Agent shall be paid a fee for its services as set forth on Schedule III IV attached hereto and incorporated herein, which shall be subject to increase upon notice sent to the IssuerDepositors, and reimbursed for its reasonable costs and expenses incurred as set forth on Schedule III attached hereto(including legal fees and expenses of its counsel). In the event that the conditions of this Escrow Agreement are not promptly fulfilled, or if Agent renders any service not provided for in this Agreement that has previously been approved in writing by the IssuerEscrow Agreement, or if the Issuer requests Depositors request a substantial modification of its terms, or if any controversy arises, or if Agent is made a party to, or intervenes in, any litigation pertaining to this Agreement escrow or its subject matter, Agent shall be reasonably compensated for such extraordinary services incurred as set forth on Schedule III attached hereto and reimbursed for all reasonable, documented out-of-pocket costs, attorney’s fees, including allocated costs of in-house counsel, and expenses occasioned by such default, delay, controversy or litigation and Agent shall have the right to retain all documents and/or other things of value at any time held by Agent under pursuant to this Escrow Agreement until such compensation, fees, costs, and expenses are paid. The Issuer promises Depositors jointly and severally promise to pay these sums promptly upon receipt demand. Unless otherwise provided, the Depositors each will pay one-half of written request therefor all Agents’ usual charges and a reasonably detailed invoice thereof Agent may deduct such sums from Agentthe Assets. The Issuer Depositors and its their respective successors and assigns agree jointly and severally to indemnify and hold Agent harmless against any and all losses, claims, damages, liabilities, and expenses, including reasonable costs of investigation, counsel fees, including allocated costs of in-house counsel and disbursements that may be imposed on Agent or incurred by Agent in connection with the performance of its duties under this Escrow Agreement, including but not limited to any litigation arising from this Escrow Agreement or A/72319147.1 involving its subject matter. The obligations of the Depositors under this Section 12 shall survive the resignation or removal of Agent and the termination of this Escrow Agreement. Buyer and Seller shall bear the costs and expenses of their own advisors, consultants and agents incurred in connection with this Escrow Agreement.

Agent Compensation. Agent The Posting Party shall be paid a fee pay Agent’s fees for its services as set forth on Schedule III attached hereto and incorporated hereinhereunder, which shall be subject to increase upon notice sent to the IssuerPosting Party, and reimbursed Posting Party shall reimburse Agent for its reasonable costs and expenses incurred incurred. If Agent’s fees, or reasonable costs or expenses, provided for herein, are not promptly paid, Agent shall have the right to sell such portion of the Assets held in the Account as set forth on Schedule III attached heretonecessary and reimburse itself therefor from the proceeds of such sale or from the cash held in the Account. In the event that the conditions of this Agreement are not promptly fulfilled, or if Agent renders any service not provided for in this Agreement that has previously been approved in writing by the IssuerAgreement, or if the Issuer requests Posting Party and the Secured Party request a substantial modification of its terms, or if any controversy arises, or if Agent is made a party to, or intervenes in, any litigation pertaining to this Agreement escrow or its subject matter, Agent shall be reasonably compensated by the Posting Party for such extraordinary services incurred as set forth on Schedule III attached hereto and reimbursed by the Posting Party for all reasonable, documented out-of-pocket costs, attorney’s fees, including allocated costs of in-house counsel, and expenses occasioned by such default, delay, controversy or litigation and Agent shall have the right to retain all documents and/or other things of value at any time held by Agent under in this Agreement escrow until such compensation, fees, costs, and expenses are paid. The Issuer Posting Party promises to pay these sums promptly upon receipt of written request therefor and a reasonably detailed invoice thereof from demand. Unless otherwise provided, the Posting Party will pay all Agent’s usual charges hereunder. The Issuer Posting Party and its respective successors and assigns agree jointly and severally to indemnify and hold Agent harmless against any and all losses, claims, damages, liabilities, and expenses, including reasonable costs of investigation, counsel fees, including allocated costs of in-house counsel and disbursements that may be imposed on Agent or incurred by Agent in connection with the performance of its duties under this Agreement, including but not limited to any litigation arising from this Agreement or involving its subject matter.

Agent Compensation. Agent shall be paid a fee for its services ------------------ as set forth on Schedule III IV attached hereto and incorporated herein, which shall be subject to increase upon notice sent to the IssuerDepositors, and reimbursed for its reasonable costs and expenses incurred incurred. If Agent's fees, or reasonable costs or expenses, provided for herein, are not promptly paid, Agent shall have the right to sell such portion of the Assets held in the Account as set forth on Schedule III attached heretonecessary and reimburse itself therefor from the proceeds of such sale or from the cash held in the Account. In the event that the conditions of this Agreement are not promptly fulfilled, or if Agent renders any service not provided for in this Agreement that has previously been approved in writing by the IssuerAgreement, or if the Issuer requests Depositors request a substantial modification of its terms, or if any controversy arises, or if Agent is made a party to, or intervenes in, any litigation pertaining to this Agreement escrow or its subject matter, Agent shall be reasonably compensated for such extraordinary services incurred as set forth on Schedule III attached hereto and reimbursed for all reasonable, documented out-of-pocket costs, attorney’s 's fees, including allocated costs of in-house counsel, and expenses occasioned by such default, delay, controversy or litigation and Agent shall have the right to retain all documents and/or other things of value at any time held by Agent under in this Agreement escrow until such compensation, fees, costs, and expenses are paid. The Issuer promises Depositors jointly and severally promise to pay these sums promptly upon receipt of written request therefor and a reasonably detailed invoice thereof from Agentdemand. The Issuer Depositors shall be jointly and its severally liable to pay all Agent's usual charges and Agent may deduct such sums from the funds deposited. As between themselves, the Depositors shall each be responsible for one-half of such charges. The Depositors and their respective successors and assigns agree jointly and severally to indemnify and hold Agent harmless against any and all losses, claims, damages, liabilities, and expenses, including reasonable costs of investigation, counsel fees, including allocated costs of in-house counsel and disbursements that may be imposed on Agent or incurred by Agent in connection with the performance of its his/her duties under this Agreement, including but not limited to any litigation arising from this Agreement or involving its subject matter. Agent shall have a first lien on the property and papers held under this Agreement for such compensation and expenses.

Agent Compensation. Agent shall be paid a fee for its services as set forth on Schedule III IV attached hereto and incorporated herein, which shall be subject to increase upon notice sent to the IssuerDepositor and Recipient, and reimbursed for its reasonable costs and expenses incurred (including legal fees and expenses of its counsel). If Agent’s fees, or reasonable costs or expenses, provided for herein, are not promptly paid, Agent may be paid from interest earned on funds held in or earned on the Account, but the principal shall not be charged, used as set forth on Schedule III attached heretoan offset, or otherwise encumbered by the Agent or the Depositor. In the event that the conditions of this Agreement are not promptly fulfilled, or if Agent renders any service not provided for in this Agreement that has previously been approved in writing by the IssuerAgreement, or if the Issuer requests Parties request a substantial modification of its terms, or if any controversy arises, or if Agent is made a party Party to, or intervenes in, any litigation pertaining to this Agreement escrow or its subject matter, Agent shall be reasonably compensated for such extraordinary services incurred as set forth on Schedule III attached hereto and reimbursed for all reasonable, documented out-of-pocket costs, attorney’s fees, including allocated costs of in-house counsel, and expenses occasioned by such default, delay, controversy or litigation and Agent shall have the right to retain all documents and/or other things of value at any time held by Agent under this Agreement until such compensation, fees, costs, and expenses are paidlitigation. The Issuer Depositor promises to pay these sums promptly upon receipt of written request therefor and a reasonably detailed invoice thereof from Agentdemand. The Issuer Depositor and its respective successors and assigns agree jointly and severally to indemnify and hold Agent harmless against any and all losses, claims, damages, liabilities, and expenses, including reasonable costs of investigation, counsel fees, including allocated costs of in-house counsel and disbursements that may be imposed on Agent or incurred by Agent in connection with the performance of its his/her duties under this Agreement, including but not limited to any litigation arising from this Agreement or involving its subject matter. The obligations of the Parties under this Section 12 shall survive the resignation or removal of the Agent and the termination of this Agreement.

Agent Compensation. Agent shall be paid a fee for its services as set forth on Schedule III IV attached hereto and incorporated herein, which shall be subject to increase upon notice sent to the IssuerDepositors, and reimbursed for its reasonable costs and expenses incurred incurred. If Agent’s fees, or reasonable costs or expenses, provided for herein, are not promptly paid, Agent shall have the right to sell such portion of the Assets held in the Account as set forth on Schedule III attached heretonecessary and reimburse itself therefor from the proceeds of such sale or from the cash held in the Account. In the event that the conditions of this Agreement are not promptly fulfilled, or if Agent renders any service not provided for in this Agreement that has previously been approved in writing by the IssuerAgreement, or if the Issuer requests Parties request a substantial modification of its terms, or if any controversy arises, or if Agent is made a party Party to, or intervenes in, any litigation pertaining to this Agreement escrow or its subject matter, Agent shall be reasonably compensated for such extraordinary services incurred as set forth on Schedule III attached hereto and reimbursed for all reasonable, documented out-of-pocket costs, attorney’s fees, including allocated costs of in-house counsel, and expenses occasioned by such default, delay, controversy or litigation and Agent shall have the right to retain all documents and/or other things of value at any time held by Agent under in this Agreement escrow until such compensation, fees, costs, and expenses are paid. The Issuer promises Parties jointly and severally promise to pay these sums promptly upon receipt demand. Unless otherwise provided, Buyer and the Shareholders (jointly and severally) will pay one-half of written request therefor all Agent’s usual charges and a reasonably detailed invoice thereof Agent may deduct such sums from Agentthe funds deposited. The Issuer Depositors and its their respective successors and assigns agree jointly and severally to indemnify and hold Agent harmless against any and all losses, claims, damages, liabilities, and expenses, including reasonable costs of investigation, counsel fees, including allocated costs of in-house counsel and disbursements that may be imposed on Agent or incurred by Agent in connection with the performance of its his/her duties under this Agreement, including but not limited to any litigation arising from this Agreement or involving its subject matter. Agent shall have a first lien on the property and papers held under this Agreement for such compensation and expenses.

Agent Compensation. Agent shall be paid a fee for its services as set forth on Schedule III II attached hereto and incorporated herein, which shall be subject to increase upon notice sent to the IssuerDepositors, and reimbursed for its reasonable costs and expenses incurred in connection with its role as set Agent hereunder. If Agent's fees, or reasonable coats or expenses. provided for herein, ate not paid within ten (10) business days after Agent delivers an invoice or statement setting forth on Schedule III attached heretothe amount of the costs and expenses, Agent shall have the right to sell such portion of the Assets held in the Account as necessary and reimburse itself therefor from the proceeds of such sale or from the cash held in the Account. In the event that the conditions of this Agreement are not promptly fulfilled, or if Agent renders any service not rot provided for in this Agreement that has previously been approved in writing by the IssuerAgreement, or if the Issuer requests Parties request a substantial modification of its terms, or if any controversy arises, or if Agent is made a party Party to, or intervenes in, any litigation pertaining to this Agreement transaction or its subject matter, Agent shall be reasonably compensated for such extraordinary services incurred as set forth on Schedule III attached hereto and reimbursed for all reasonable, documented out-of-pocket costs, attorney’s 's fees, including allocated costs of in-house counsel, and reasonable expenses occasioned by such default, delay, controversy or litigation and Agent shall have the right to retain all documents and/or other things of value at any arty time held by Agent under in this Agreement transaction until such compensation, fees, costs, and expenses are paid. The Issuer promises Parties jointly and severally promise to pay these sums promptly upon receipt within ten (10) business days following demand. Unless otherwise provided, the Depositors each will pay one-half of written request therefor and a reasonably detailed invoice thereof from all Agent's usual charges. The Issuer Depositors and its their respective successors and assigns agree jointly and severally to indemnify and hold Agent harmless against any and all losses, claims, damages, liabilities, and expenses, including reasonable costs of investigation, counsel fees, including allocated costs of in-house counsel and disbursements that may be imposed on Agent or reasonably incurred by Agent in connection with the performance of its his/her duties under this Agreement, including but not limited to any litigation arising from this Agreement or involving its subject matter. This indemnification shall not affect any indemnification or contribution rights of the Depositors between themselves. Agent shall have a first lien on the property and papers held under this Agreement for such compensation and expenses.