Company Reimbursement and Indemnification. (i) Upon request by the Company, Parent shall promptly reimburse the Company for all reasonable and documented out-of-pocket costs and expenses (including reasonable and documented legal fees and expenses) incurred by the Company or any of its Subsidiaries in connection with providing the support and cooperation contemplated by Section 5.17(b)(i) and/or Section 5.15.
Company Reimbursement and Indemnification. (i) If the Closing fails to occur for any reason, upon request by the Company, Newco shall promptly (and in any event within thirty (30) calendar days of invoice) reimburse the Company and its Subsidiaries for all out-of-pocket costs and expenses (including legal fees and expenses) incurred by the Company and/or any of its Subsidiaries in connection with providing the support and cooperation contemplated by Section 7.3(f).
Company Reimbursement and Indemnification. (i) Upon request by the Company, Parent shall promptly (and in any event within thirty (30) calendar days of invoice) reimburse the Company and the Company Subsidiaries for all reasonable and documented out-of-pocket costs and expenses (including accounting and legal fees and expenses) incurred by the Company and/or any of the Company Subsidiaries in connection with providing the support and cooperation contemplated by Section 5.9(f).
Company Reimbursement and Indemnification. (i) Upon request by the Company, Parent shall promptly (and in any event within thirty (30) calendar days of invoice) reimburse the Company for all reasonable and documented out-of-pocket costs (including reasonable out-of-pocket legal fees and expenses) (other than costs that Company and/or any of its Subsidiaries incur in the ordinary course of business (e.g., reports required to be filed with the SEC pursuant to the Exchange Act)) incurred by the Company and/or any of its Subsidiaries in connection with the cooperation contemplated by Section 7.3(e) and Section 7.3(g).
Company Reimbursement and Indemnification. (i) Upon request by the Company, Newco shall promptly following the Closing or the valid termination of this Agreement (and in any event within thirty (30) calendar days following the Closing or the valid termination of this Agreement) reimburse the Company and its Subsidiaries for all reasonable out-of-pocket costs and expenses (including legal fees and expenses) incurred by the Company and/or any of its Subsidiaries in connection with providing the support and cooperation contemplated by Section 7.3(f); provided, that, the Company shall consult with Newco prior to the Company and/or any of its Subsidiaries making any expenditures in excess of $50,000 in connection with providing the support and cooperation contemplated by Section 7.3(f).
Company Reimbursement and Indemnification. (A) All such cooperation or assistance by the Company or any Seller contemplated by Section 5.15(d) and Section 5.16(d) hereof shall be at the Buyer's sole cost and expense. Upon request by the Company, the Buyer shall promptly reimburse the Company and any other Seller for any costs and expenses (including legal fees and expenses) incurred by the Company or any other Seller in connection with providing the support and cooperation contemplated by Section 5.15(d) or Section 5.16(d).(B) The Buyer shall indemnify and hold harmless each Seller, and each of their respective directors, officers, employees, agents and other representatives, from and against any and all losses, damages, claims, interest, costs or expenses (including legal fees and expenses), awards, judgments, penalties and amounts paid in settlement suffered or incurred by any of them in connection with providing the support and cooperation contemplated by Section 5.15(d) or Section 5.16(d) and any information utilized in connection therewith ((x) other than information provided by any Seller and (y) other than to the extent arising from the willful misconduct, gross negligence, fraud or intentional misrepresentation of such Seller).5.16
Company Reimbursement and Indemnification. Upon request by the Company, Parent shall promptly (and in any event within ten (10) calendar days following invoice) reimburse the Company and the Company Subsidiaries for all reasonable out-of-pocket costs and expenses (including accounting and legal fees and expenses) incurred by the Company and/or any of the Company Subsidiaries in connection with providing the support and cooperation contemplated by Section 6.03(f). Parent shall indemnify and hold harmless the Company and the Company Subsidiaries, and each of their respective directors, officers, employees, agents and other Representatives, from and against any and all losses, damages, claims, interest, costs or expenses (including legal fees and expenses), awards, judgments, penalties and amounts paid in settlement suffered or incurred by any of them in connection with providing the support and cooperation contemplated by Section 6.03(f) and any information utilized in connection therewith (other than information provided by the Company or any of the Company Subsidiaries), except for any of the foregoing to the extent the same is solely the result of fraud or willful misconduct.
Company Reimbursement and Indemnification. Upon request by Monroe, Xxxxxxxxx shall promptly following the valid termination of this Agreement (and in any event within thirty (30) calendar days following the valid termination of this Agreement) reimburse Monroe and its subsidiaries for all reasonable out-of-pocket costs and expenses (including legal fees and expenses) incurred by Monroe and/or any of its subsidiaries in connection with providing the support and cooperation contemplated by
Company Reimbursement and Indemnification. (i) Upon request by the Company, Guarantor or Parent shall promptly (and in any event within thirty (30) calendar days of invoice) reimburse (or cause to be reimbursed) the Company and its Subsidiaries for all reasonable and documented out-of-pocket costs and expenses (including reasonable legal fees and expenses) incurred by the Company and/or any of its Subsidiaries or their respective Representatives in connection with providing the support and cooperation contemplated by Section 6.4(e).
Company Reimbursement and Indemnification. (i) Whether or not the Closing occurs, upon request by the Company, Parent shall promptly reimburse the Company and the Company Subsidiaries for all reasonable and documented out-of-pocket costs and expenses (including legal and accounting fees and expenses) incurred by the Company and/or any of the Company Subsidiaries in connection with providing the support and cooperation contemplated by Section 5.12(e).
