Compensation of the Issuing and Paying Agent. The Issuer agrees to pay the compensation of the Issuing and Paying Agent at such rates as shall be agreed upon in writing from time to time, including an annual administration fee, and to reimburse the Issuing and Paying Agent for its reasonable out-of-pocket expenses (including reasonable legal fees and expenses), disbursements and advances incurred or made by the Issuing and Paying Agent in the performance of its duties under this Agreement, provided, however, that travel expenses shall not exceed $5,000 without the consent of the Issuer. Notwithstanding the foregoing, upon the issuance of any additional Notes, the Issuer agrees to pay to the Issuing and Paying Agent its reasonable fees, costs and expenses, including those of its counsel, and any additional mutually agreed to increase to the Issuing and Paying Agent’s annual administration fee. The obligations of the Issuer to the Issuing and Paying Agent pursuant to this Section 18 shall survive the resignation or removal of the Issuing and Paying Agent and the satisfaction or termination of this Agreement.
Compensation of the Issuing and Paying Agent. The Issuer agrees to pay the compensation of the Issuing and Paying Agent at such rates as shall be agreed upon from time to time and to reimburse the Issuing and Paying Agent for its reasonable out-of-pocket expenses (including legal tees and expenses), disbursements and advances incurred or made in accordance with any provisions of this Agreement. The obligations of the Issuer to the Issuing and Paying Agent pursuant to this Section 19 shall survive the resignation or removal of the Issuing and Paying Agent and the satisfaction or termination of this Agreement. SECTION 20.
Compensation of the Issuing and Paying Agent. The Bank agrees to pay the compensation of the Issuing and Paying Agent, at such rates as shall be mutually agreed upon in writing between the Bank and the Issuing and Paying Agent from time to time. The Bank shall reimburse upon demand the Issuing and Paying Agent for all reasonable out-of-pocket expenses (including reasonable legal fees and expenses), disbursements and advances incurred or made by the Issuing and Paying Agent with respect to the Bank in accordance with any provisions of this Agreement, except any such expense, disbursement or advance proven to be attributable to the breach of this Agreement or the gross negligence, bad faith or willful misconduct of the Issuing and Paying Agent, upon receipt of such invoices as the Bank may reasonably require. The provisions of this Section 20 shall survive the termination of this Agreement.
Compensation of the Issuing and Paying Agent. The Bank agrees to pay the compensation of the Issuing and Paying Agent, at such rates as shall be mutually agreed upon in writing between the Bank and the Issuing and Paying Agent from time to time. The Bank shall reimburse upon demand the Issuing and Paying Agent for all reasonable out-of-pocket expenses (including reasonable legal fees and expenses), disbursements and advances incurred or made by the Issuing and Paying Agent with respect to the Bank in accordance with any provisions of this Agreement, except any such expense, disbursement or advance proven to be attributable to the breach of this Agreement or the negligence, bad faith or willful misconduct of the Issuing and Paying Agent, upon receipt of such invoices as the Bank may reasonably require. The provisions of this Section 20 shall survive the resignation or removal of the Issuing and Paying Agent and the termination of this Agreement. Notices. All communications by or on behalf of the Bank relating to the issuance, transfer, exchange or payment of Bank Notes or interest thereon shall be directed to the offices of the Issuing and Paying Agent located at 0 Xxxxx Xxxxxxxx Xxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000-0000, Telecopy: (000) 000-0000, Attention: Corporate Trust Administration, or to such other offices as the Issuing and Paying Agent shall specify in writing to the Bank. The Bank will send all Global Bank Notes to be completed and delivered by the Issuing and Paying Agent to such offices or such other offices as the Issuing and Paying Agent shall specify in writing to the Bank. All other notices and communications hereunder shall be in writing and shall be addressed as follows: if to the Bank: Union Planters Bank, National Association 0000 Xxxxxxxx Xxxxx Parkway Memphis, Tennessee 38018 Attention: X. Xxxxx House, Jr., Secretary Telecopy: (000) 000-0000 if to the Issuing and Paying Agent: The First National Bank of Chicago 0 Xxxxx Xxxxxxxx Xxxxx, Xxxxx 0000 Xxxxxxx, Xxxxxxxx 00000-0000 Attention: Corporate Trust Administration Telecopy: (000) 000-0000 Resignation or Removal of Issuing Paying Agent and Appointment of Successor Issuing and Paying Agent; Merger, Conversion and Consolidation. The Bank agrees, for the benefit of the Holders from time to time of the Bank Notes, that there shall at all times be an Issuing and Paying Agent hereunder which shall be a bank or trust company organized and doing business under the laws of the United States or any state thereof authorized under such...
Compensation of the Issuing and Paying Agent. The Bank agrees to pay the Issuing and Paying Agent compensation for all services rendered by the Issuing and Paying Agent hereunder in such amounts and payable at such times as the Bank and the Issuing and Paying Agent may agree to and to promptly reimburse the Issuing and Paying Agent for all reasonable out-of-pocket expenses (including reasonable counsel fees), disbursements and advances incurred or made by the Issuing and Paying Agent in the performance of its duties hereunder. The obligation of the Bank pursuant to this Section 6.1 shall survive the termination of this Agreement, including any termination pursuant to any federal or state bankruptcy law, to the extern enforceable under applicable law.
Compensation of the Issuing and Paying Agent. The Issuer agrees to pay the Issuing and Paying Agent compensation for all services rendered by the Issuing and Paying Agent hereunder to the Issuer in such amounts and payable at such times as the Issuer and the Issuing and Paying Agent may agree to and to promptly reimburse the Issuing and Paying Agent for all reasonable out-of-pocket expenses (including counsel fees), disbursements and advances incurred or made by the Issuing and Paying Agent in the performance of its duties hereunder. The obligation of the Issuer pursuant to this Section 7.1 shall survive the termination of this Agreement, including any termination pursuant to any federal or state bankruptcy law, to the extent enforceable under applicable law.
Compensation of the Issuing and Paying Agent. The Issuer agrees to pay the compensation of the Issuing and Paying Agent at such rates as shall be agreed upon in writing from time to time, including an annual administration fee, and to reimburse the Issuing and Paying Agent for its reasonable out-of-pocket expenses (including legal fees and expenses), disbursements and advances incurred or made by the Issuing and Paying Agent in the performance of its duties under this Agreement, provided, however, that travel expenses shall not exceed $5,000 without the consent of the Issuer. Notwithstanding the foregoing, upon the issuance of any additional Notes, the Issuer agrees to pay to the Issuing and Paying Agent its fees and reasonable costs and expenses, including those of its counsel, and any additional increase to the Issuing and Paying Agent’s annual administration fee agreed to in writing by the Issuer. The obligations of the Issuer to the Issuing and Paying Agent pursuant to this Section 18 shall survive the resignation or removal of the Issuing and Paying Agent and the satisfaction or termination of this Agreement, unless such removal or termination results from the Issuing and Paying Agent’s breach or non-performance of the terms of this Agreement. Notwithstanding the provisions of Section 25 of this Agreement, the amounts due to the Issuing and Paying Agent are not subordinated to any Senior Indebtedness of the Issuer.
Compensation of the Issuing and Paying Agent. Each Issuing Bank --------------------------------------------------------- agrees to pay the compensation of the Issuing and Paying Agent, at such rates as shall be mutually agreed upon in writing between such Issuing Bank and the Issuing and Paying Agent from time to time. Each Issuing Bank shall reimburse upon demand the Issuing and Paying Agent for all reasonable out-of-pocket expenses (including reasonable legal fees and expenses), disbursements and advances incurred or made by the Issuing and Paying Agent with respect to such Issuing Bank in accordance with any provisions of this Agreement, except any such expense, disbursement or advance proven to be attributable to the breach of this Agreement or the gross negligence, bad faith or willful misconduct of the Issuing and Paying Agent, upon receipt of such invoices as the Issuing Bank may reasonably require. The provisions of this Section 20 shall survive the termination of this Agreement.
Compensation of the Issuing and Paying Agent. The Issuer agrees to pay the compensation of the Issuing and Paying Agent at such rates as shall be agreed upon from time to time, including an annual administration fee, and to reimburse the Issuing and Paying Agent for its reasonable out-of-pocket expenses (including legal fees and expenses), disbursements and advances incurred or made by the Issuing and Paying Agent in the performance of its duties under this Agreement, not to exceed $1,000 in connection with the initial issuance of the Notes without the consent of the Issuer, and without limiting any indemnification rights of the Issuing and Paying Agent hereunder. Notwithstanding the foregoing, upon the issuance of any additional Notes, the Issuer agrees to pay to the Issuing and Paying Agent its fees, costs and expenses, including those of it counsel, and any additional agreed to increase to the Issuing and Paying Agent’s annual administration fee. The obligations of the Issuer to the Issuing and Paying Agent pursuant to this Section 18 shall survive the resignation or removal of the Issuing and Paying Agent and the satisfaction or termination of this Agreement.
Compensation of the Issuing and Paying Agent. The Bank agrees -------------------------------------------- to pay the compensation of the Issuing and Paying Agent, at such rates as shall be mutually agreed upon in writing between the Bank and the Issuing and Paying Agent from time to time. The Bank shall reimburse upon demand the Issuing and Paying Agent for all reasonable out-of-pocket expenses (including reasonable legal fees and expenses), disbursements and advances incurred or made by the Issuing and Paying Agent with respect to the Bank in accordance with any provisions of this Agreement, except any such expense, disbursement or advance proven to be attributable to the breach of this Agreement or the gross negligence, bad faith or willful misconduct of such Issuing and Paying Agent, upon receipt of such invoices as the Bank may reasonably require. The provisions of this Section shall survive the termination of this Agreement.
