Common use of Attorney Costs, Expenses and Taxes Clause in Contracts

Attorney Costs, Expenses and Taxes. (a) The Company agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender.

Attorney Costs, Expenses and Taxes. (a) The Company agrees (a) Borrowers agree to pay or reimburse (a) the Administrative Agent, the Collateral Agent and the Joint Book Runners for all reasonable, documented, reasonable and documented out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, Attorney Costs and reasonable and documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., SyndTrak or other similar information transmission systems in connection with this Agreement, Agreement and (b) to pay or reimburse the Administrative Agent Agent, the Collateral Agent, the Joint Book Runners and each Lender for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes (other than income or franchise taxes) related thereto, and other reasonable and out-of-pocket expenses incurred by the Administrative Agent and the Collateral Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent, the Collateral Agent or any Lender. All amounts due under this Section 11.04 shall be payable within thirty days after written demand therefor with reasonably detailed supporting backup documentation. The agreements in this Section 11.04 shall survive the termination of the Commitments and repayment of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent Lender for all reasonable, documented, reasonable out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents, and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or modification to, any Loan Documents, and any other modification of the provisions hereof and thereof (whether documents prepared in connection herewith or not the transactions contemplated hereby or thereby are consummated)therewith, and the consummation and administration of the transactions contemplated hereby and therebythereby (including the performance by Lender of collateral field audits and inspections pursuant to Section 6.08), including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization), collection and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or in connection with any refinancing, or restructuring of any such documents in the other Loan Documents (including all such reasonable costs and expenses incurred during any nature of a “workout” or restructuring in respect of the Obligations and during any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent Lender and the cost of independent public accountants and other outside experts retained by Lender. Such costs and expenses shall also include administrative costs of Lender reasonably attributable to the Administrative Agent or any administration of the Loan Documents. Any amount payable by Borrower under this Section shall bear interest from the tenth day following the date of demand for payment at the Default Rate, unless waived by Lender. The agreements in this Section shall survive repayment of all other Obligations and the termination of all Commitments.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents, and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or modification to, any Loan Documents, and any other modification of the provisions hereof and thereof (whether documents prepared in connection herewith or not the transactions contemplated hereby or thereby are consummated)therewith, and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization), collection and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or in connection with any refinancing, or restructuring of any such documents in the other Loan Documents (including all such reasonable costs and expenses incurred during any nature of a “workout” or restructuring in respect of the Obligations and during any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Such costs and expenses shall also include administrative costs of Administrative Agent reasonably attributable to the administration of the Loan Documents. Any amount payable by Borrower under this Section shall bear interest from the tenth day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs, and (c) to pay or reimburse each Lender for all reasonable costs and expenses incurred after an Event of Default in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the reasonable cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. The agreements in this Section shall survive the termination of the Term Loan Commitments and repayment of all the other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company agrees Credit Parties agree (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable out-of-pocket costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs, and (c) after the occurrence and during the continuance of an Event of Default, to pay or reimburse each Lender for all reasonable out-of-pocket costs and expenses incurred in connection with any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any LenderAgent. All amounts due under this Section 10.04 shall be payable within ten Business Days after demand therefor. The agreements in this Section shall survive the termination of the Aggregate Commitments and repayment of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, reasonable third party out-of-pocket costs and expenses incurred by it in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), ) and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs Costs and reasonable costs and expenses in connection with the use of IntraLinksinternet, Inc., IntraLinks or other similar information transmission systems in connection with this Agreement, Agreement and (b) during the existence of an Event of Default or after acceleration of the Obligations, to pay or reimburse the Administrative Agent and each Lender for all reasonable third party out-of-pocket costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “"workout” " or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses described in the foregoing clauses (a) and (b) shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, thereto and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the reasonable cost of independent public accountants and other outside experts retained by the Administrative Agent or any LenderLender during the existence of an Event of Default or after acceleration of the Obligations. The agreements in this Section shall survive the termination of the Aggregate Commitments and repayment of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent Agent, the Syndication Agent, and the Arrangers for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. All amounts due under this Section 11.04 shall be payable within ten Business Days after demand therefor. The agreements in this Section shall survive the termination of the Aggregate Commitments and repayment, satisfaction or discharge of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent Lender for all reasonable, documented, reasonable out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Credit Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonableAttorney Costs (including, documented out-of-pocket Attorney Costswithout limitation, settlement costs specialty and reasonable costs and expenses in connection with local counsel), shall be paid upon the use funding of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreementthe Loan, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights or remedies under this Credit Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent Lender and the cost of independent public accountants and other outside experts retained by the Administrative Agent Lender. All amounts due under this Section 11.04(b) shall be payable within ten Business Days after demand therefor. If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, including, without limitation, Attorney Costs and indemnities, such amount may be paid on behalf of such Loan Party by the Lender, in its sole discretion.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents, and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or modification to, any Loan Documents, and any other modification of the provisions hereof and thereof (whether documents prepared in connection herewith or not the transactions contemplated hereby or thereby are consummated)therewith, and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization), collection and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or in connection with any refinancing, or restructuring of any such documents in the other Loan Documents (including all such reasonable costs and expenses incurred during any nature of a “workout” or restructuring in respect of the Obligations and during any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Such costs and expenses shall also include administrative costs of Administrative Agent reasonably attributable to the administration of the Loan Documents. Any amount payable by Borrower under this Section shall bear interest from the second Business Day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents, and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or modification to, any Loan Documents, and any other modification of the provisions hereof and thereof (whether documents prepared in connection herewith or not the transactions contemplated hereby or thereby are consummated)therewith, and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization) and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or the other Loan Documents (including all such reasonable costs and expenses incurred during in connection with any “workout” refinancing, or restructuring of any such documents in respect the nature of the Obligations and during a "workout" or of any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Such costs and expenses shall also include administrative costs of Administrative Agent reasonably attributable to the administration of the Loan Documents. Any amount payable by Borrower under this Section shall bear interest from the second Business Day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs Costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., Inc. or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “"workout” " or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and reasonable fees and taxes related theretothereto (to the extent not already covered by Section 3.01), but excluding other taxes (including Taxes, Other Taxes and Excluded Taxes), and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. The agreements in this Section shall survive the termination of the Aggregate Commitments and repayment of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent and each Lender for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents (including the expenses in connection with the obtainment and maintenance by any Lender of a shadow corporate rating as described in Section 6.18), and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated)to any Loan Documents, and the consummation and administration of the transactions contemplated hereby and therebyany other documents prepared in connection herewith or therewith, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization), collection and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or in connection with any refinancing, or restructuring of any such documents in the other Loan Documents (including all such reasonable costs and expenses incurred during any nature of a “workout” or restructuring in respect of the Obligations and during any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and recording, filing, transfer, court, documentary, stamp or similar taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent or any Lender and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Any amount payable by Borrower under this Section shall bear interest from the tenth (10th) Business Day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent consent, or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs, and including with respect to (a) and (b) above: (i) fees and charges of any construction consultant, inspector, and/or engineer; (ii) appraisal, re-appraisal, and survey costs; (iii) title insurance charges and premiums; (iv) title search or examination costs, including abstracts, abstractors’ certificates and uniform commercial code searches; (v) judgment and tax lien searches for Borrower and each Guarantor; (vi) escrow fees; (vii) fees and costs of environmental investigations site assessments and remediations; (viii) recordation taxes, documentary taxes, transfer taxes, and mortgage taxes; (ix) filing and recording fees; and (x) loan brokerage fees. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees fees, and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. All amounts due under this Section 11.04 shall be payable within ten (10) Business Days after demand therefor. The agreements in this Section 11.04 shall survive the termination of the Aggregate Commitments and repayment of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company agrees Borrowers agree (a) to pay or reimburse the Administrative Agent for all reasonable, documented, reasonable out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented Attorney Costs and reasonable out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc.SyndTrak, StuckyNet, or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable out-of-pocket costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney CostsCosts and fees, costs and expenses incurred by the Administrative Agent pursuant to the Collateral Documents. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants accountants, consultants and other outside experts retained by the Administrative Agent or any Lender. All amounts due under this Section 12.04 shall be deemed part of the Obligations when incurred and shall be payable within ten (10) Business Days after demand therefor. The agreements in this Section 12.04 shall survive the Termination Date.

Attorney Costs, Expenses and Taxes. (a) The Company Avnet agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket costs and expenses reasonably incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs Costs and reasonable costs and expenses reasonably incurred (i) in connection with the use of IntraLinks, Inc., Inc. or other similar information transmission systems in connection with this Agreement, and (ii) in connection with any increase of Commitments requested under Section 2.12, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “"workout” " or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. The agreements in this Section shall survive the termination of the Aggregate Commitments and repayment of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents, and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or modification to, any Loan Documents, and any other modification of the provisions hereof and thereof (whether documents prepared in connection herewith or not the transactions contemplated hereby or thereby are consummated)therewith, and the consummation and administration of the transactions -68- contemplated hereby and thereby, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization) and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or the other Loan Documents (including all such reasonable costs and expenses incurred during in connection with any “workout” refinancing, or restructuring of any such documents in respect the nature of the Obligations and during a "workout" or of any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Such costs and expenses shall also include administrative costs of Administrative Agent reasonably attributable to the administration of the Loan Documents. Any amount payable by Borrower under this Section shall bear interest from the second Business Day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “"workout” " or restructuring in respect of the Obligations and during any legal proceeding, 76 including any proceeding under any Debtor Relief Law), including all Attorney Costs, and (c) to pay or reimburse each Lender for all reasonable costs and expenses incurred after an Event of Default in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any "workout" or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the reasonable cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. The agreements in this Section shall survive the termination of the Revolving Commitments and repayment of all the other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents, and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated)to, any Loan Documents, and the consummation and administration of the transactions contemplated hereby and therebyany other documents prepared in connection herewith or therewith, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization), collection and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or in connection with any refinancing, or restructuring of any such documents in the other Loan Documents (including all such reasonable costs and expenses incurred during any nature of a “workout” or restructuring in respect of the Obligations and during any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and documentary, stamp or similar taxes related thereto, and other reasonable out-of-of- pocket expenses incurred by the Administrative Agent or any Lender and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Any amount payable by Borrower under this Section shall bear interest from the tenth (10th) Business Day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company agrees (a) within 30 ---------------------------------- calendar days after demand, to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation negotiation, execution and execution syndication of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, ; and (b) within five Business Days after demand, to pay or reimburse the Administrative Agent and each Lender Bank for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “"workout” " or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief LawInsolvency Proceeding), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any LenderBank. The agreements in this Section shall survive the termination of the Commitments and repayment of all other Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents, and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated)to, any Loan Documents, and the consummation and administration of the transactions contemplated hereby and therebyany other documents prepared in connection herewith or therewith, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization), collection and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or in connection with any refinancing, or restructuring of any such documents in the other Loan Documents (including all such reasonable costs and expenses incurred during any nature of a “workout” or restructuring in respect of the Obligations and during any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and documentary, stamp or similar taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent or any Lender and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Any amount payable by Borrower under this Section shall bear interest from the tenth (10th) Business Day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent Lender for all reasonable, documented, out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred in any arbitration and during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent Lender and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender.. All amounts due under this

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement the Loan Documents (not to exceed $35,000), and the other Loan Documents development, preparation, negotiation and execution of any amendment, waiver, consent consent, supplement or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated)to, any Loan Documents, and the consummation and administration of the transactions contemplated hereby and therebyany other documents prepared in connection herewith or therewith, including all reasonable, documented out-of-pocket reasonable Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the any refinancing, restructuring, reorganization (including a bankruptcy reorganization), collection and enforcement or attempted enforcement, attempted enforcement after the occurrence of an Event of Default, or preservation of any rights under any Loan Documents, and any other documents prepared in connection herewith or remedies under this Agreement therewith, or in connection with any refinancing, or restructuring of any such documents in the other Loan Documents (including all such reasonable costs and expenses incurred during any nature of a “workout” or restructuring in respect of the Obligations and during any legal insolvency or bankruptcy proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and documentary, stamp or similar taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent or any Lender and the cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. Any amount payable by Borrower under this Section shall bear interest from the tenth (10th) Business Day following the date of demand for payment at the Default Rate, unless waived by Administrative Agent. The agreements in this Section shall survive repayment of all Obligations.

Attorney Costs, Expenses and Taxes. (a) The Company Borrower agrees (a) to pay or reimburse the Administrative Agent Lender for all reasonable, documented, out-of-pocket reasonable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all reasonable, documented out-of-pocket Attorney Costs, settlement costs and reasonable costs and expenses in connection with the use of IntraLinks, Inc., or other similar information transmission systems in connection with this Agreement, and (b) to pay or reimburse the Administrative Agent and each Lender for all reasonable costs and expenses incurred in connection with the enforcement, attempted enforcement after the occurrence of an Event of Defaultenforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such reasonable costs and expenses incurred during any “"workout” " or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search, filing, recording, title insurance and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent Lender and the cost of independent public accountants and other outside experts retained by the Administrative Agent Lender. All amounts due under this Section 8.04 shall be payable within ten Business Days after demand therefor. The agreements in this Section shall survive the termination of the Loan and repayment, satisfaction or any Lenderdischarge of all other Obligations.