Costs, Expenses Sample Clauses

Costs, Expenses. Each party hereto shall bear its own costs in connection with the preparation, execution and delivery of this Agreement.

Costs, Expenses. The Borrower agrees to pay on demand all costs and expenses of the Administrative Agent in connection with the preparation, execution, delivery and administration, modification and amendment of this Amendment and the other instruments and documents to be delivered hereunder (including, without limitation, the reasonable fees and expenses of counsel for the Administrative Agent) in accordance with the terms of Section 8.04 of the Credit Agreement.

Costs, Expenses. Except as may be specified elsewhere in this Agreement, Purchaser shall pay all costs and expenses, including legal fees and the fees of any broker, environmental consultant, insurance consultant, independent engineer, and title company retained by Purchaser for Purchaser’s due diligence and the negotiation, performance of and compliance with this Agreement by Purchaser. Seller shall pay all costs and expenses (including in connection with any reports, studies or other documents listed in Part II of Appendix D, unless specifically noted in Part II of Appendix D), including legal fees and the fees of any broker of Seller or its Affiliates, relating to or resulting from the negotiation, performance of and compliance with this Agreement by Seller.

Costs, Expenses. All costs, fees, and expenses not directly covered as benefits of Sponsorship are the full responsibility of the sponsor.

Costs, Expenses. (a) The Borrower agrees to pay on demand (i) all costs and expenses of the Administrative Agent in connection with the preparation, execution, delivery, administration, modification and amendment of the Loan Documents (including, without limitation, (A) all due diligence, collateral review or examination, syndication, transportation, computer, duplication, appraisal, audit, insurance, consultant, search, filing and recording fees and expenses and (B) the reasonable fees and expenses of White & Case LLP, special New York counsel, Stikeman Elliott LLP, Canadian counsel and Fox Rothschild, Delaware counsel for the Administrative Agent with respect thereto, with respect to advising the Administrative Agent as to its rights and responsibilities, or the perfection, protection or preservation of rights or interests, under the Loan Documents, with respect to negotiations with any Loan Party or with other creditors of any Loan Party or any of its Subsidiaries arising out of any Default or any events or circumstances that may give rise to a Default and with respect to presenting claims in or otherwise participating in or monitoring any bankruptcy, insolvency or other similar proceeding involving creditors’ rights generally and any proceeding ancillary thereto), (ii) all costs and expenses of the Administrative Agent and the Lender Parties in connection with the enforcement of the Loan Documents, whether in any action, suit or litigation, any bankruptcy, insolvency or other similar proceeding affecting creditors’ rights generally (including, without limitation, the reasonable fees and expenses of counsel for the Administrative Agent and each Lender Party with respect thereto), (iii) all costs and expenses of the Swingline Bank and each Issuing Bank in connection with the Back-Stop Arrangements entered into by such Persons and (iv) the reasonable and documented fees and expenses of Xxxx Xxxxx & Xxxxxxx LLP, counsel to General Electric Capital Corporation, Xxxxx Peabody LLP, counsel to Xxxxx Xxxxx Management, and Milbank, Tweed, Xxxxxx & XxXxxx LLP, special New York counsel to the Last Out Term Lenders. (b) The Borrower agrees to indemnify and hold harmless the Administrative Agent, each Lender Party and each of their Affiliates and their officers, directors, trustees, employees, agents and advisors (each, an “Indemnified Party”) from and against any and all claims, damages, losses, liabilities and expenses (including, without limitation, reasonable fees and expenses o...

Costs, Expenses. (a) The Borrower will pay on demand: (i) all fees and reasonable expenses that are incurred in connection with any necessary or desirable filings or recordations by the Arranger, the Administrative Agent or the Collateral Agent in connection with this Agreement, the other Loan Documents and the transactions contemplated hereby and thereby, whether or not any such transactions are consummated; (ii) all ongoing costs, including, without limitation, all reasonable legal fees and charges, recording costs and related taxes or charges, filing fees, costs and expenses of the Arranger, Administrative Agent and the Lenders related to: (A) the enforcement of the Loan Documents, whether in any action, suit or litigation, any bankruptcy, insolvency or other similar proceeding affecting creditors' rights generally or otherwise; (B) the perfection, protection or preservation of any of their respective rights or interests under the Loan Documents or to or in the Collateral; (C) the administration of this Agreement or any other Loan Document; (D) any amendments, waivers or supplements related to this Agreement and the other Loan Documents; and (E) of the Administrative Agent in complying with Section 4.1. (iii) to the extent not paid pursuant to clause (i) above, all out-of- pocket costs and expenses of the Collateral Agent (including allocated costs and reasonable expenses of in-house counsel and legal staff) in connection with the preparation, execution, delivery, performance, administration, enforcement, modification and amendment of this Agreement, the Intercreditor Agreement, the Collateral Documents, the Guaranties and/or any other Loan Document at any time, including without limitation the reasonable fees and expenses of counsel (including reasonable allocated costs and expenses of in-house counsel and legal staff) and the costs and expenses incurred by the Collateral Agent in the course of performing its duties and obligations as Collateral Agent, whether or not the transactions contemplated hereby are contemplated; (iv) all reasonable legal fees and expenses relating to the matters described in clause (ii) above incurred by the Administrative Agent or a Lender if a Potential Event of Default shall have occurred and be continuing under this Agreement; and (v) all reasonable legal fees and expenses relating to the matters described in clause (ii) above incurred by any Lender or an Affiliate thereof or for which such Lender would have an indemnification obligation (...

Costs, Expenses. The Company and the Investor will each bear their own expenses in connection with the preparation, execution and delivery of this Agreement and the consummation of the Financing.

Costs, Expenses. The Borrowers agree to pay on demand all costs and expenses of the Agent in connection with the preparation, execution, delivery and administration, modification and amendment of this Waiver and the other instruments and documents to be delivered hereunder (including, without limitation, the reasonable fees and expenses of counsel for the Agent) in accordance with the terms of subsection 10.5 of the Credit Agreement.

Costs, Expenses. The Borrower agrees to pay all reasonable out-of-pocket costs and expenses (including Other Taxes) incurred by the Administrative Agent in connection with the preparation, execution and delivery of this Agreement and the other instruments and documents to be delivered hereunder (including, without limitation, the reasonable fees and expenses of counsel for the Administrative Agent) in accordance with the terms of Section 9.05 of the Credit Agreement.

Costs, Expenses. Each party's costs in connection with the preparation, execution delivery and performance of this Agreement (including without limitation legal fees) shall be borne by that party.