Common use of Agent’s Fees and Expenses Clause in Contracts

Agent’s Fees and Expenses. The Grantor shall be obligated to, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default), or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or (ii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewith. In addition, the Grantor indemnifies and holds the Agent and the Lenders harmless from and against any and all liability incurred by the Agent or the Lenders hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful misconduct of the Agent or the Lenders, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.

Agent’s Fees and Expenses. The Grantor shall be obligated to, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewithhereunder, or (iv) the failure by the Grantor to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies and holds the Agent and the Lenders Banks harmless from and against any and all liability incurred by the Agent or the Lenders Banks hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful misconduct of the Agent or the LendersBanks, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.

Agent’s Fees and Expenses. The Grantor Grantors shall be jointly and severally obligated to, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent hereunder, or (iv) the failure of any representation or warranty of a Grantor hereunder to be true and correct in accordance herewithall material respects or the failure by any Grantor to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies Grantors jointly and holds severally indemnify and hold the Agent and the Lenders harmless from and against any and all liability incurred by the Agent or the Lenders hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful misconduct of the Agent or the Lenders, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.

Agent’s Fees and Expenses. The Grantor shall be obligated to, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent 12 146 hereunder, or (iv) the failure of any representation or warranty of the Grantor hereunder to be true and correct in accordance herewithall material respects or the failure by the Grantor to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies agrees to indemnify and holds hold the Agent and the Lenders harmless from and against any and all liability incurred by the Agent or the Lenders hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful misconduct of the Agent or the Lenders, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.

Agent’s Fees and Expenses. The Grantor shall be obligated toCompany shall, upon demand, pay to the ------------------------- Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewithhereunder, or (iv) the failure by the Company to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies Company shall indemnify and holds hold the Agent and the Lenders Purchasers harmless from and against any and all liability incurred by the Agent or the Lenders Purchasers hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful misconduct of the Agent or the LendersPurchasers, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Guaranteed Obligations secured hereby and by the other Security DocumentsPurchase Agreement.

Agent’s Fees and Expenses. The Grantor Grantors shall be jointly and severally obligated to, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewithor (iv) the failure by any Grantor to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies Grantors indemnify, jointly and holds severally, and hold the Agent and the Lenders Banks harmless from and against any and all liability incurred by the Agent or the Lenders Banks hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful wilful misconduct of the Agent or the LendersBanks, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.

Agent’s Fees and Expenses. The Grantor Grantors shall be jointly and severally obligated to, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewithor (iv) the failure by any Grantor to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies Grantors indemnify, jointly and holds severally, and hold the Agent and the Lenders harmless from and against any and all liability incurred by the Agent or the Lenders hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful wilful misconduct of the Agent or the Lenders, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.

Agent’s Fees and Expenses. The Grantor Grantors shall be jointly and severally obligated to, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewithor (iv) the failure by any Grantor to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies Grantors indemnify, jointly and holds severally, and hold the Agent and the Lenders harmless from and against any and all liability incurred by the Agent or the Lenders hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful wilful misconduct of the Agent or the Lenders, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.provided

Agent’s Fees and Expenses. The Grantor shall be obligated toshall, upon demand, pay to the Agent the amount of any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and of any experts or agents which the Agent may incur in connection with (i) the administration of this Agreement, (ii) the custody or preservation of (in each case upon the occurrence and during the continuance of an Event of Default)of, or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith or Collateral, (iiiii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewithor (iv) the failure by the Grantor to perform or observe any of the provisions hereof. In addition, the Grantor indemnifies and holds the Agent and the Lenders harmless from and against any and all liability incurred by the Agent or the Lenders hereunder or in connection herewith, unless such liability shall be due to the gross negligence or willful wilful misconduct of the Agent or the Lenders, as the case may be. Any such amounts payable as provided hereunder or thereunder shall be additional Secured Obligations secured hereby and by the other Security Documents.