Common use of Company Reimbursement and Indemnification Clause in Contracts

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). (ii) 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 5.9(f) and any information utilized in connection therewith (other than information provided by the Company or any of the Company Subsidiaries).

Company Reimbursement and Indemnification. (i) Upon If the Closing fails to occur for any reason, upon request by the Company, Parent Newco shall promptly (and in any event within thirty (30) calendar days of invoice) reimburse the Company and the Company its 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 its Subsidiaries in connection with providing the support and cooperation contemplated by Section 5.9(f7.3(f). (ii) Parent Newco shall indemnify and hold harmless the Company and the Company its 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 5.9(f7.3(f) and any information utilized in connection therewith (other than information provided by the Company or any of the Company SubsidiariesCompany’s Subsidiaries or Representatives).

Company Reimbursement and Indemnification. (i) Upon If the Closing fails to occur for any reason, upon request by the Company, Parent Newco shall promptly (and in any event within thirty (30) calendar days of invoice) reimburse the Company and the Company its 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 its Subsidiaries in connection with providing the support and cooperation contemplated by Section 5.9(f7.3(f). (ii) Parent Newco shall indemnify and hold harmless the Company and the Company its 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 5.9(f7.3(f) and any information utilized in connection therewith (other than information provided by the Company or any of the Company Company’s Subsidiaries).