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 (after the occurrence and continuance of an Event of Default), or the sale of, collection from, or other realization upon, any of the Collateral in accordance herewith, (ii) the exercise or enforcement of any of the rights of the Agent hereunder in accordance herewith or (iii) 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 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.