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

Attorney Costs, Expenses and Taxes. (a) The Borrowers agree to pay or reimburse each of the Agents and the Arranger for all reasonable and documented out-of-pocket costs and expenses (including Attorney Costs of the Agents, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and, if necessary, of one local counsel in each relevant jurisdiction plus, in the event of any actual or reasonably perceived conflict of interest, one additional counsel in each relevant jurisdiction for each Agent subject to such conflict, and out-of-pocket costs and expenses incurred in connection with the use of IntraLinks™ or any other Approved Electronic Platform) incurred in connection with this Agreement or the other Loan Documents, including (i) the development, due diligence, preparation, negotiation, syndication, execution and interpretation of this Agreement and each other Loan Document (whether or not the transactions contemplated hereby or thereby are consummated), (ii) any amendment, restatement, waiver, assignment, consent, supplement or other modification of the provisions of this Agreement and/or the other Loan Documents and the preparation, negotiation and execution of the same (whether or not the transactions contemplated hereby or thereby are consummated), (iii) the consummation of the transactions contemplated by this Agreement and the other Loan Documents, (iv) the creation, perfection or protection of the Liens under any Loan Document (including any Attorney Costs for local counsel in appropriate jurisdictions) and (v) the ongoing administration of this Agreement and the Loans, including consultation with attorneys in connection therewith and with respect to the rights and responsibilities of each of the Agents hereunder and under the other Loan Documents.

Attorney Costs, Expenses and Taxes. (a) The Borrowers agree Borrower agrees to pay or reimburse the each of the Agents and the Arranger Arrangers for all reasonable costs and documented out-of-pocket costs and expenses (including Attorney Costs of the Agents, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and, if necessary, of one local counsel in each relevant jurisdiction plus, in the event of any actual or reasonably perceived conflict of interest, one additional counsel in each relevant jurisdiction for each Agent subject to such conflict, Agents and costs and out-of-pocket costs and expenses incurred in connection with the use of IntraLinks™ IntraLinks(TM) or any other Approved Electronic Platform) incurred in connection with this Agreement or the other Loan Documents, including (i) the development, due diligence, preparation, negotiation, syndication, execution and interpretation of this Agreement and each other Loan Document (whether or not the transactions contemplated hereby or thereby are consummated), (ii) any amendment, restatement, waiver, assignment, consent, supplement or other modification of the provisions of this Agreement and/or the other Loan Documents and the preparation, negotiation and execution of the same (whether or not the transactions contemplated hereby or thereby are consummated), (iii) the consummation of the transactions contemplated by this Agreement and the other Loan Documents, (iv) the creation, perfection or protection of the Liens under any Loan Document (including any Attorney Costs for local counsel in appropriate jurisdictions) and (v) the ongoing administration of this Agreement and the Loans, including consultation with attorneys in connection therewith and with respect to the rights and responsibilities of each of the Agents hereunder and under the other Loan Documents.

Attorney Costs, Expenses and Taxes. The Borrower agrees (a) The Borrowers agree to pay or reimburse each of the Agents and the Arranger Administrative Agent for all reasonable and documented out-of-pocket costs and expenses (including Attorney Costs of the Agents, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and, if necessary, of one local counsel in each relevant jurisdiction plus, in the event of any actual or reasonably perceived conflict of interest, one additional counsel in each relevant jurisdiction for each Agent subject to such conflict, and out-of-pocket costs and expenses incurred in connection with the use of IntraLinks™ or any other Approved Electronic Platform) incurred in connection with this Agreement or the other Loan Documents, including (i) the development, due diligence, preparation, negotiation, syndication, negotiation and execution and interpretation of this Agreement and each the other Loan Document 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), (ii) any amendment, restatement, waiver, assignment, consent, supplement or other modification and the consummation and administration of the provisions transactions contemplated hereby and thereby, including all Attorney Costs, 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, or preservation of any rights or remedies under this Agreement and/or or the other Loan Documents (including all such costs and the preparation, negotiation and execution expenses incurred during any “workout” or restructuring in respect of the same (whether or not the transactions contemplated hereby or thereby are consummatedObligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs (which in such case shall be limited to all reasonable fees and disbursements of one law firm for all Lenders (other than the Administrative Agent), except where (i) conflicts of interest among one or more Lenders, (ii) the necessity for local counsel, or (iii) other circumstances exist that cause the consummation Majority Lenders to determine in good faith that one law firm cannot represent the interests of all the Lenders). The agreements in this Section shall survive the termination of the transactions contemplated by this Agreement Aggregate Commitments and repayment of all the other Loan Documents, (iv) the creation, perfection or protection of the Liens under any Loan Document (including any Attorney Costs for local counsel in appropriate jurisdictions) Obligations. 50 $250,000,000 Amended and (v) the ongoing administration of this Agreement and the Loans, including consultation with attorneys in connection therewith and with respect to the rights and responsibilities of each of the Agents hereunder and under the other Loan Documents.Restated Five-Year Credit Agreement

Attorney Costs, Expenses and Taxes. The Borrower agrees (a) The Borrowers agree to pay or reimburse each of the Agents and the Arranger Administrative Agent for all reasonable and documented out-of-pocket costs and expenses (including Attorney Costs of the Agents, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and, if necessary, of one local counsel in each relevant jurisdiction plus, in the event of any actual or reasonably perceived conflict of interest, one additional counsel in each relevant jurisdiction for each Agent subject to such conflict, and out-of-pocket costs and expenses incurred in connection with the use of IntraLinks™ or any other Approved Electronic Platform) incurred in connection with this Agreement or the other Loan Documents, including (i) the development, due diligence, preparation, negotiation, syndication, negotiation and execution and interpretation of this Agreement and each the other Loan Document 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, (b) to pay or reimburse the Administrative Agent for all reasonable costs and expenses incurred in connection with (i) creating or perfecting Liens in favor of the Administrative Agent on behalf of the Secured Parties, (ii) the custody or preservation of any amendmentof the Collateral and (iii) obtaining and reviewing any audits or appraisals provided for in Section 4.01(d) or 6.10 with respect to --------------- ---- Inventory and accounts receivable of any Loan Party (including without limitation the related reasonable costs and expenses of any auditors, restatement, waiver, assignment, consent, supplement accountants or appraisers and any environmental or other modification consultants, advisors and agents employed or retained by the Administrative Agent or its counsel for such purposes), and (c) to pay or reimburse the Administrative Agent and each Lender for all costs and expenses incurred in connection with the enforcement, attempted enforcement, or preservation of the provisions of any rights or remedies under this Agreement and/or or the other Loan Documents and (including in connection with the preparationsale of, negotiation and execution collection from, or other realization upon any of the same (whether Collateral or not the transactions contemplated hereby or thereby are consummated), (iii) the consummation enforcement of the transactions contemplated by this Agreement Guaranty, and the other Loan Documents, (iv) the creation, perfection or protection of the Liens under any Loan Document (including any Attorney Costs for local counsel in appropriate jurisdictions) all such costs and (v) the ongoing administration of this Agreement and the Loans, including consultation with attorneys in connection therewith and with respect to the rights and responsibilities of each of the Agents hereunder and under the other Loan Documents.expenses incurred

Attorney Costs, Expenses and Taxes. (a) The Borrowers agree Borrower agrees to pay or reimburse the each of the Agents and the Arranger Arrangers for all reasonable costs and documented out-of-pocket costs and expenses (including Attorney Costs of the Agents, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and, if necessary, of one local counsel in each relevant jurisdiction plus, in the event of any actual or reasonably perceived conflict of interest, one additional counsel in each relevant jurisdiction for each Agent subject to such conflict, Agents and costs and out-of-pocket costs and expenses incurred in connection with the use of IntraLinks™ or any other Approved Electronic Platform) incurred in connection with this Agreement or the other Loan Documents, including (i) the development, due diligence, preparation, negotiation, syndication, execution and interpretation of this Agreement and each other Loan Document (whether or not the transactions contemplated hereby or thereby are consummated), (ii) any amendment, restatement, waiver, assignment, consent, supplement or other modification of the provisions of this Agreement and/or the other Loan Documents and the preparation, negotiation and execution of the same (whether or not the transactions contemplated hereby or thereby are consummated), (iii) the consummation of the transactions contemplated by this Agreement and the other Loan Documents, (iv) the creation, perfection or protection of the Liens under any Loan Document (including any Attorney Costs for local counsel in appropriate jurisdictions) and (v) the ongoing administration of this Agreement and the Loans, including consultation with attorneys in connection therewith and with respect to the rights and responsibilities of each of the Agents hereunder and under the other Loan Documents.