Common use of Costs and Expenses; Indemnity Clause in Contracts

Costs and Expenses; Indemnity. The Grantor will pay or reimburse the Security Trustee on demand for all out-of-pocket expenses (including in each case all filing and recording fees and taxes and all reasonable fees and expenses of counsel and of any experts and agents) incurred by the Security Trustee in connection with the creation, perfection, protection, satisfaction, foreclosure or enforcement of the Security Interest and the preparation, administration, continuance, amendment or enforcement of this Agreement, and all such costs and expenses shall be part of the Obligations secured by the Security Interest. The Grantor shall indemnify and hold the Security Trustee harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ fees) growing out of or resulting from this Agreement and the Security Interest hereby created (including enforcement of this Agreement) or the Security Trustee’s actions pursuant hereto, except claims, losses or liabilities resulting from the Security Trustee’s gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor to indemnify and hold the Security Trustee harmless pursuant to the preceding sentence shall be part of the Obligations secured by the Security Interest. The obligations of the Grantor under this Section shall survive any termination of this Agreement.

Costs and Expenses; Indemnity. The Grantor Pledgors will pay or reimburse the Security Trustee Lender on demand for all out-of-pocket expenses (including in each case all filing and recording fees and taxes and all reasonable fees and expenses of counsel and of any experts and agents) incurred by the Security Trustee Lender in connection with the creation, perfection, protection, satisfaction, foreclosure or enforcement of the Security Interest and the preparation, administration, continuance, amendment or enforcement of this Agreement, and all such costs and expenses shall be part of the Obligations secured by the Security Interest. The Grantor Pledgors shall indemnify and hold the Security Trustee Lender harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ ' fees) growing out of or resulting from this Agreement and the Security Interest hereby created (including enforcement of this Agreement) or the Security Trustee’s Lender's actions pursuant hereto, except claims, losses or liabilities resulting from the Security Trustee’s Lender's gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor Pledgors to indemnify and hold the Security Trustee Lender harmless pursuant to the preceding sentence shall be part of the Obligations secured by the Security Interest. The obligations of the Grantor Pledgors under this Section shall survive any termination of this Agreement.

Costs and Expenses; Indemnity. The Grantor will pay or reimburse the Security Trustee Agent on demand for all out-of-pocket expenses (including in each case all filing and recording fees and taxes and all reasonable fees and expenses of counsel and of any experts and agents) incurred by the Security Trustee Agent in connection with the creation, perfection, protection, satisfaction, foreclosure or enforcement of the Security Interest and the preparation, administration, continuance, amendment or enforcement of this Agreement, and all such costs and expenses shall be part of the Obligations secured by the Security Interest. The Grantor shall indemnify and hold the Security Trustee Agent and the Banks harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ ' fees) growing out of or resulting from this Agreement and the Security Interest hereby created (including enforcement of this Agreement) or the Security Trustee’s actions of the Agent or any Bank pursuant hereto, except claims, losses or liabilities resulting from the Security Trustee’s gross negligence or willful misconduct of the party seeking indemnification as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor to indemnify and hold the Security Trustee Agent and the Banks harmless pursuant to the preceding sentence shall be part of the Obligations secured by the Security Interest. The obligations of the Grantor under this Section shall survive any termination of this Agreement.

Costs and Expenses; Indemnity. The Grantor Borrower will pay or reimburse the Security Trustee on demand for all out-of-pocket expenses (including in each case all filing and recording fees and taxes and all reasonable fees and expenses of counsel and of any experts and agents) incurred by the Security Trustee in connection with the creation, perfection, protection, satisfaction, foreclosure or enforcement of the Security Interest security interest granted hereunder and the preparation, administration, continuance, amendment or enforcement of this Security Agreement, and all such costs and expenses of which shall be part of the Obligations secured by the Security Interesthereby. The Grantor Borrower shall indemnify and hold the Security Trustee and its officers, directors, employees, agents, and representatives harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ fees) growing out of or resulting from this Security Agreement and the Security Interest security interest hereby created (including enforcement of this Security Agreement) or the Security Trustee’s actions pursuant hereto, except claims, losses or liabilities resulting from the Security Trustee’s gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor Borrower to indemnify and hold the Security Trustee harmless pursuant to the preceding sentence shall be part the personal obligation of the Obligations Borrower to the Trustee and shall be secured by the Security Interesthereby. The obligations of the Grantor Borrower under this Section 3 shall survive any termination of this Security Agreement.

Costs and Expenses; Indemnity. The Grantor Pledgor will pay or reimburse the Security Trustee Agent on demand for all out-of-pocket expenses (including in each case all filing and recording fees and taxes and all reasonable fees and expenses of counsel and of any experts and agents) incurred by the Security Trustee Agent in connection with the creation, perfection, protection, satisfaction, foreclosure or enforcement of the Security Interest and the preparation, administration, continuance, amendment or enforcement of this Agreement, and all such costs and expenses shall be part of the Obligations secured by the Security Interest. The Grantor Pledgor shall indemnify and hold the Security Trustee Agent and the Banks harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ ' fees) growing out of or resulting from this Agreement and the Security Interest hereby created (including enforcement of this Agreement) or the Security Trustee’s Agent's actions pursuant hereto, except claims, losses or liabilities resulting from the Security Trustee’s Agent's gross negligence or willful misconduct of the indemnified party as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor Pledgor to indemnify and hold the Security Trustee Agent and the Banks harmless pursuant to the preceding sentence shall be part of the Obligations secured by the Security Interest. The obligations of the Grantor Pledgor under this Section shall survive any termination of this Agreement.

Costs and Expenses; Indemnity. The Grantor Pledgor will pay or reimburse the Security Trustee Collateral Agent on demand for all out-of-pocket expenses (including in each case all filing and recording fees and taxes and all reasonable fees and expenses of counsel and of any experts and agents) incurred by the Security Trustee Collateral Agent in connection with the creation, perfection, protection, satisfaction, foreclosure or enforcement of the Security Interest and the preparation, administration, continuance, amendment or enforcement of this Agreement, and all such costs and expenses shall be part of the Obligations secured by the Security Interest. The Grantor Pledgor shall indemnify and hold the Security Trustee Collateral Agent harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ fees) growing out of or resulting from this Agreement and the Security Interest hereby created (including enforcement of this Agreement) or the Security TrusteeCollateral Agent’s actions pursuant hereto, except claims, losses or liabilities resulting from the Security TrusteeCollateral Agent’s gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor Pledgor to indemnify and hold the Security Trustee Collateral Agent harmless pursuant to the preceding sentence shall be part of the Obligations secured by the Security Interest. The obligations of the Grantor Pledgor under this Section shall survive any termination of this Agreement.

Costs and Expenses; Indemnity. The Grantor Grantors will pay or reimburse the Security Trustee Secured Creditor on demand for all out-of-pocket expenses (including in each case all filing and recording fees and taxes and all reasonable fees and expenses of counsel and of any experts and agents) incurred by the Security Trustee Secured Creditor in connection with the creation, perfection, protection, satisfaction, foreclosure or enforcement of the Security Interest and the preparation, administration, continuance, amendment or enforcement of this Security Agreement, and all such costs and expenses shall be part of the Obligations secured by the Security Interest. The Grantor Grantors shall indemnify and hold the Security Trustee Secured Creditor harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ fees) growing out of or resulting from this Security Agreement and the Security Interest hereby created (including enforcement of this Security Agreement) or the Security TrusteeSecured Creditor’s actions pursuant hereto, except claims, losses or liabilities resulting from the Security TrusteeSecured Creditor’s gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor Grantors to indemnify and hold the Security Trustee Secured Creditor harmless pursuant to the preceding sentence shall be part of the Obligations secured by the Security Interest. The obligations of the Grantor Grantors under this Section shall survive any termination of this Security Agreement.

Costs and Expenses; Indemnity. The Grantor will pay or reimburse the Security Trustee Secured Parties on demand for all out-of-pocket expenses (expenses, including in each case all filing and recording fees and taxes fees, taxes, and all reasonable fees charges and expenses disbursements of outside counsel and to the Secured Parties, and/or the allocated costs of any experts and agents) in-house counsel incurred by the Security Trustee from time to time, in connection with the creation, perfection, protection, satisfaction, foreclosure foreclosure, collection or enforcement of the Security Interest and the preparation, administration, continuance, amendment or enforcement of this Agreement, and all such costs and expenses shall be part of the Obligations secured by the Security Interest. The Grantor shall indemnify and hold the Security Trustee Secured Parties harmless from and against any and all claims, losses and liabilities (including reasonable attorneys’ fees) growing out of or resulting from this Agreement and the Security Interest hereby created (including enforcement of this Agreement) or actions of the Security Trustee’s actions Secured Parties pursuant hereto, except claims, losses or liabilities resulting from the Security Trustee’s gross negligence or willful misconduct of the Secured Parties as determined by a final judgment of a court of competent jurisdiction. Any liability of the Grantor to indemnify and hold the Security Trustee Secured Parties harmless pursuant to the preceding sentence shall be part of the Obligations secured by the Security Interest. The obligations of the Grantor under this Section shall survive any termination of this Agreement.