Common use of Collateral Agent Compensation Clause in Contracts

Collateral Agent Compensation. As compensation for its activities hereunder, the Collateral Agent (in each of its capacities hereunder and as Securities Intermediary under the Account Control Agreement) shall be entitled to its fees and reimbursement of its out-of-pocket, accrued and unpaid expenses from the Borrower as set forth in the Collateral Agent and Collateral Custodian Fee Letter and any other reasonable and documented out-of-pocket expenses, including reasonable fees and out-of-pocket costs and expenses of outside counsel (subject to the limitations with respect to Indemnified Amounts set forth in Article XVI) and indemnity amounts payable by the Borrower or the Servicer, or both but without duplication, to the Collateral Agent and the Securities Intermediary under the Transaction Documents (subject to the limitations with respect to Indemnified Amounts set forth in Article XVI) (collectively, the “Collateral Agent Fees and Expenses”). The Borrower agrees to reimburse the Collateral Agent in accordance with the provisions of Section 8.3 for all reasonable, out-of-pocket, documented expenses, disbursements and advances incurred or made by the Collateral Agent in accordance with any provision of this Agreement or the other Transaction Documents or in the enforcement of any provision hereof or in the other Transaction Documents. The Collateral Agent’s entitlement to receive fees (other than any previously accrued and unpaid fees) shall cease on the earlier to occur of (i) its removal as Collateral Agent pursuant to Section 11.4 or (ii) the termination of this Agreement.

Collateral Agent Compensation. As compensation for its activities hereunderhereunder and under the other Transaction Documents, the Collateral Agent (in each of its capacities hereunder and as Securities Intermediary under the Account Control Agreement) shall be entitled to its fees and reimbursement of its out-of-pocket, accrued and unpaid expenses from the Borrower as set forth in the Collateral Agent and Collateral Custodian Fee Letter and any other reasonable accrued and documented out-of-pocket expenses, unpaid expenses (including reasonable fees and out-of-pocket attorneys’ fees, costs and expenses of outside counsel (subject to the limitations with respect to Indemnified Amounts set forth in Article XVIexpenses) and indemnity amounts payable by the Borrower or the Servicer, or both but without duplication, to the Collateral Agent and the Securities Intermediary under the Transaction Documents (subject to the limitations with respect to including, without limitation, Indemnified Amounts set forth in payable under Article XVI) (collectively, the “Collateral Agent Fees and Expenses”). The Borrower agrees to reimburse the Collateral Agent in accordance with the provisions of Section 8.3 for all reasonable, out-of-pocket, documented expenses, disbursements and advances incurred or made by the Collateral Agent in accordance with any provision of this Agreement or the other Transaction Documents or in the enforcement of any provision hereof or in the other Transaction Documents. The Collateral Agent’s entitlement to receive fees (other than any previously accrued and unpaid fees) shall cease on the earlier to occur of (i) its removal as Collateral Agent pursuant to Section 11.4 or (ii) the termination of this Agreement.

Collateral Agent Compensation. As compensation for its activities hereunderunder the Transaction Documents, the Collateral Agent (in each of its capacities hereunder and as Securities Intermediary under the Account Control Agreement) shall be entitled to its fees and reimbursement of its out-of-pocket, accrued and unpaid expenses from the Borrower as set forth in the Collateral Agent and Collateral Custodian Fee Letter and any other accrued and unpaid reasonable and documented out-of-pocket expenses, expenses (including reasonable fees and out-of-pocket attorneys’ fees, costs and expenses of outside counsel (subject to the limitations with respect to Indemnified Amounts set forth in Article XVIexpenses) and indemnity amounts payable by the Borrower or the Servicer, or both but without duplication, to the Collateral Agent and the Securities Intermediary under the Transaction Documents (subject to the limitations with respect to including, without limitation, Indemnified Amounts set forth in payable under Article XVI) (collectively, the “Collateral Agent Fees and Expenses”). The Borrower agrees to reimburse the Collateral Agent in accordance with the provisions of Section 8.3 for all reasonable, out-of-pocket, documented expenses, disbursements and advances incurred or made by the Collateral Agent in accordance with any provision of this Agreement or the other Transaction Documents or in the enforcement of any provision hereof or in the other Transaction Documents. The Collateral Agent’s entitlement to receive fees (other than any previously accrued and unpaid fees) shall cease on the earlier to occur of (i) its removal as Collateral Agent pursuant to Section 11.4 or (ii) the termination of this Agreement.

Collateral Agent Compensation. As compensation for its activities hereunderhereunder and under the other Transaction Documents, the Collateral Agent (in each of its capacities hereunder and as Securities Intermediary under the Account Control Agreement) shall be entitled to its fees and reimbursement of its out-of-pocket, accrued and unpaid expenses from the Borrower as set forth in the Collateral Agent and Collateral Custodian Fee Letter and any other reasonable accrued and documented out-of-pocket expenses, unpaid expenses (including reasonable fees and out-of-pocket attorneys’ fees, costs and expenses of outside counsel (subject to the limitations with respect to Indemnified Amounts set forth in Article XVIexpenses) and indemnity amounts payable by the Borrower or the Servicer, or both but without duplication, to the Collateral Agent and the Securities Intermediary under the Transaction Documents (subject to the limitations with respect to including, without limitation, Indemnified Amounts set forth in payable under Article XVI) (collectively, the “Collateral Agent Fees and Expenses”). The Borrower agrees to reimburse the Collateral Agent in accordance with the provisions of Section 8.3 and Section 17.4 for all reasonable, out-of-pocket, documented expenses, disbursements and advances incurred or made by the Collateral Agent in accordance with any provision of this Agreement or the other Transaction Documents or in the enforcement of any provision hereof or in the other Transaction Documents. The Collateral Agent’s entitlement to receive fees (other than any previously accrued and unpaid fees) shall cease on the earlier to occur of of: (i) its removal as Collateral Agent and appointment and acceptance by the successor Collateral Agent pursuant to Section 11.4 or (ii) the termination of this Agreement. Any reference herein to an amount of the Collateral Agent’s fees calculated with respect to a period at a per annum rate shall be computed on the basis of the actual number of days in the applicable Collection Period divided by 360 and shall be based on the Collateral Obligation Amounts (without giving effect to the proviso in the definition thereof) of all Collateral Obligations, measured as of the first day of the Collection Period relating to each Distribution Date.