Common use of Costs, Expenses and Certain Taxes Clause in Contracts

Costs, Expenses and Certain Taxes. Pledgors (a) will pay to the Pledgee from time to time on demand any and all costs and expenses, including reasonable attorneys' fees and expenses, paid or incurred by or on behalf of the Pledgee in connection with this Agreement, the Existing Pledge Agreement or the Note or in connection with any modification, amendment, alteration or enforcement of this Agreement, the Existing Pledge Agreement or the Note or the collection of any amount payable by any Pledgor hereunder or under the Existing Pledge Agreement or the Note, whether or not any legal proceeding is commenced hereunder or thereunder and whether or not any Default or Event of Default has occurred and is continuing, and (b) will jointly and severally indemnify the Pledgee on demand against any loss, liability or expense incurred by the Pledgee (other than any such loss, liability or expense directly attributable to gross negligence or willful misconduct of the Pledgee) arising out of or in connection with any action or omission of the Pledgee hereunder or under the Existing Pledge Agreement or the Note, including the costs and expenses of defending itself against any claim or liability (including any claim by any Pledgor) in connection with the exercise or performance of any of its powers or duties hereunder or thereunder. All amounts payable to the Pledgee under this Section accrue interest until paid in full at the rate of 18% per annum, from the date of demand therefor. All such amounts shall constitute additional indebtedness of the Pledgors secured hereunder and shall be payable on demand. Pledgors will also pay, and will hold the Pledgee harmless from, any and all liabilities with respect to, or resulting from any delay in paying, any and all stamps, excise, sales or other taxes or assessments which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement or the Existing Pledge Agreement or the Note. All expenses incident to the Pledgors' and Covista's performance of or compliance with Section 6.7, and all expenses incident to the Pledgors' and Capsule's performance of or compliance with Section 6.8, including, without limitation, all registration and filing fees, all fees and expenses of complying with securities or blue sky laws, National Association of Securities Dealers' fees, all printing expenses, the fees and disbursements of counsel for the Covista or Capsule and of their respective independent public accountants, and the expenses of any special audits made by such accountants required by or incident to such performance and compliance, shall be paid by the Pledgors; provided, however, that Covista agrees that it will complete the registrations, qualifications and compliance required pursuant to Section 6.7 even if it does not receive payment or reimbursement of such expenses from the Pledgors and Capsule agrees that, if registration of Capsule Pledged Stock is required pursuant to this Agreement, it will complete the registrations, qualifications and compliance required pursuant to Section 6.8(a) even if it does not receive payment or reimbursement of such expenses from the Pledgors.

Costs, Expenses and Certain Taxes. Pledgors (a) will pay to the Pledgee from time to time on demand any and all costs and expenses, including reasonable attorneys' fees and expenses, paid or incurred by or on behalf of the Pledgee in connection with this Agreement, the Existing Pledge Agreement or the Note or in connection with any modification, amendment, alteration or enforcement of this Agreement, the Existing Pledge Agreement or the Note or the collection of any amount payable by any Pledgor hereunder or under the Existing Pledge Agreement or the Note, whether or not any legal proceeding is commenced hereunder or thereunder and whether or not any Default or Event of Default has occurred and is continuing, and (b) will jointly and severally indemnify the Pledgee on demand against any loss, liability or expense incurred by the Pledgee (other than any such loss, liability or expense directly attributable to gross negligence or willful misconduct of the Pledgee) arising out of or in connection with any action or omission of the Pledgee hereunder or under the Existing Pledge Agreement or the Note, including the costs and expenses of defending itself against any claim or liability (including any claim by any Pledgor) in connection with the exercise or performance of any of its powers or duties hereunder or thereunder. All amounts payable to the Pledgee under this Section accrue interest until paid in full at the rate of 18% per annum, from the date of demand therefor. All such amounts shall constitute additional indebtedness of the Pledgors secured hereunder and shall be payable on demand. Pledgors will also pay, and will hold the Pledgee harmless from, any and all liabilities with respect to, or resulting from any delay in paying, any and all stamps, excise, sales or other taxes or assessments which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement or the Existing Pledge Agreement or the Note. All expenses incident to the Pledgors' and Covista's performance of or compliance with Section 6.7, and all expenses incident to the Pledgors' and Capsule's performance of or compliance with Section 6.8, including, without limitation, all registration and filing fees, all fees and expenses of complying with securities or blue sky laws, National Association of Securities Dealers' fees, all printing expenses, the fees and disbursements of counsel for the Covista or Capsule and of their respective its independent public accountants, and the expenses of any special audits made by such accountants required by or incident to such performance and compliance, shall be paid by the Pledgors; provided, however, that Covista agrees that it will complete the registrations, qualifications and compliance required pursuant to Section 6.7 even if it does not receive payment or reimbursement of such expenses from the Pledgors and Capsule agrees that, if registration of Capsule Pledged Stock is required pursuant to this Agreement, it will complete the registrations, qualifications and compliance required pursuant to Section 6.8(a) even if it does not receive payment or reimbursement of such expenses from the Pledgors.

Costs, Expenses and Certain Taxes. Pledgors (a) will pay to the Pledgee from time to time on demand any and all costs and expenses, including reasonable attorneys' fees and expenses, paid or incurred by or on behalf of the Pledgee in connection with this Agreement, the Existing Pledge Agreement or the Note or in connection with any modification, amendment, alteration or enforcement of this Agreement, the Existing Pledge Agreement or the Note or the collection of any amount payable by any Pledgor hereunder or under the Existing Pledge Agreement or the Note, whether or not any legal proceeding is commenced hereunder or thereunder and whether or not any Default or Event of Default has occurred and is continuing, and (b) will jointly and severally indemnify the Pledgee on demand against any loss, liability or expense incurred by the Pledgee (other than any such loss, liability or expense directly attributable to gross negligence or willful misconduct of the Pledgee) arising out of or in connection with any action or omission of the Pledgee hereunder or under the Existing Pledge Agreement or the Note, including the costs and expenses of defending itself against any claim or liability (including any claim by any Pledgor) in connection with the exercise or performance of any of its powers or duties hereunder or thereunder. All amounts payable to the Pledgee under this Section accrue interest until paid in full at the rate of 18% per annum, from the date of demand therefor. All such amounts shall constitute additional indebtedness of the Pledgors secured hereunder and shall be payable on demand. Pledgors will also pay, and will hold the Pledgee harmless from, any and all liabilities with respect to, or resulting from any delay in paying, any and all stamps, excise, sales or other taxes or assessments which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement or the Existing Pledge Agreement or the Note. All expenses incident to the Pledgors' and CovistaIssuer's performance of or compliance with Section 6.7, and all expenses incident to the Pledgors' and Capsule's performance of or compliance with Section 6.8, including, without limitation, all registration and filing fees, all fees and expenses of complying with securities or blue sky laws, National Association of Securities Dealers' fees, all printing expenses, the fees and disbursements of counsel for the Covista or Capsule Issuer and of their respective its independent public accountants, and the expenses of any special audits made by such accountants required by or incident to such performance and compliance, shall be paid by the Pledgors; provided, however, that Covista the Issuer agrees that it will complete the registrations, qualifications and compliance required pursuant to Section 6.7 even if it does not receive payment or reimbursement of such expenses from the Pledgors and Capsule agrees that, if registration of Capsule Pledged Stock is required pursuant to this Agreement, it will complete the registrations, qualifications and compliance required pursuant to Section 6.8(a) even if it does not receive payment or reimbursement of such expenses from the Pledgors.

Costs, Expenses and Certain Taxes. Pledgors (a) will pay to the Pledgee from time to time on demand any and all costs and expenses, including reasonable attorneys' fees and expenses, paid or incurred by or on behalf of the Pledgee in connection with this Agreement, the Existing Pledge Agreement or the Note or in connection with any modification, amendment, alteration or enforcement of this Agreement, the Existing Pledge Agreement or the Note or the collection of any amount payable by any Pledgor hereunder or under the Existing Pledge Agreement or the Note, whether or not any legal proceeding is commenced hereunder or thereunder and whether or not any Default or Event of Default has occurred and is continuing, and (b) will jointly and severally indemnify the Pledgee on demand against any loss, liability or expense incurred by the Pledgee (other than any such loss, liability or expense directly attributable to gross negligence or willful misconduct of the Pledgee) arising out of or in connection with any action or omission of the Pledgee hereunder or under the Existing Pledge Agreement or the Note, including the costs and expenses of defending itself against any claim or liability (including any claim by any Pledgor) in connection with the exercise or performance of any of its powers or duties hereunder or thereunder. All amounts payable to the Pledgee under this Section accrue interest until paid in full at the rate of 18% per annum, from the date of demand therefor. All such amounts shall constitute additional indebtedness of the Pledgors secured hereunder and shall be payable on demand. Pledgors will also pay, and will hold the Pledgee harmless from, any and all liabilities with respect to, or resulting from any delay in paying, any and all stamps, excise, sales or other taxes or assessments which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement or the Existing Pledge Agreement or the Note. All expenses incident to the Pledgors' and Covista's performance of or compliance with Section 6.7, and all expenses incident to the Pledgors' and Capsule's performance of or compliance with Section 6.8, including, without limitation, all registration and filing fees, all fees and expenses of complying with securities or blue sky laws, National Association of Securities Dealers' fees, all printing expenses, the fees and disbursements of counsel for the Covista or Capsule and of their respective independent public accountants, and the expenses of any special audits made by such accountants required by or incident to such performance and compliance, shall be paid by the Pledgors; provided, however, that Covista agrees that it will complete the registrations, qualifications and compliance required pursuant to Section 6.7 even if it does not receive payment or reimbursement of such expenses from the Pledgors and Capsule agrees that, if registration of Capsule Pledged Stock is required pursuant to this Agreement, it will complete the registrations, qualifications and compliance required pursuant to Section 6.8(a) even if it does not receive payment or reimbursement of such expenses from the Pledgors.and

Costs, Expenses and Certain Taxes. Pledgors (a) will a)will pay to the Pledgee from time to time on demand any and all costs and expenses, including reasonable attorneys' fees and expenses, paid or incurred by or on behalf of the Pledgee in connection with this Agreement, the Existing Pledge Agreement or the Note or in connection with any modification, amendment, alteration or enforcement of this Agreement, the Existing Pledge Agreement or the Note or the collection of any amount payable by any Pledgor hereunder or under the Existing Pledge Agreement or the Note, whether or not any legal proceeding is commenced hereunder or thereunder and whether or not any Default or Event of Default has occurred and is continuing, and (b) will b)will jointly and severally indemnify the Pledgee on demand against any loss, liability or expense incurred by the Pledgee (other than any such loss, liability or expense directly attributable to gross negligence or willful misconduct of the Pledgee) arising out of or in connection with any action or omission of the Pledgee hereunder or under the Existing Pledge Agreement or the Note, including the costs and expenses of defending itself against any claim or liability (including any claim by any Pledgor) in connection with the exercise or performance of any of its powers or duties hereunder or thereunder. All amounts payable to the Pledgee under this Section accrue interest until paid in full at the rate of 18% per annum, from the date of demand therefor. All such amounts shall constitute additional indebtedness of the Pledgors secured hereunder and shall be payable on demand. Pledgors will also pay, and will hold the Pledgee harmless from, any and all liabilities with respect to, or resulting from any delay in paying, any and all stamps, excise, sales or other taxes or assessments which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement or the Existing Pledge Agreement or the Note. All expenses incident to the Pledgors' and CovistaIssuer's performance of or compliance with Section 6.7, and all expenses incident to the Pledgors' and Capsule's performance of or compliance with Section 6.8, including, without limitation, all registration and filing fees, all fees and expenses of complying with securities or blue sky laws, National Association of Securities Dealers' fees, all printing expenses, the fees and disbursements of counsel for the Covista or Capsule Issuer and of their respective its independent public accountants, and the expenses of any special audits made by such accountants required by or incident to such performance and compliance, shall be paid by the Pledgors; provided, however, that Covista the Issuer agrees that it will complete the registrations, qualifications and compliance required pursuant to Section 6.7 even if it does not receive payment or reimbursement of such expenses from the Pledgors and Capsule agrees that, if registration of Capsule Pledged Stock is required pursuant to this Agreement, it will complete the registrations, qualifications and compliance required pursuant to Section 6.8(a) even if it does not receive payment or reimbursement of such expenses from the Pledgors.

Costs, Expenses and Certain Taxes. Pledgors (a) will pay to the Pledgee from time to time on demand any and all costs and expenses, including reasonable attorneys' fees and expenses, paid or incurred by or on behalf of the Pledgee in connection with this Agreement, the Existing Pledge Agreement or the Note or in connection with any modification, amendment, alteration or enforcement of this Agreement, the Existing Pledge Agreement or the Note or the collection of any amount payable by any Pledgor hereunder or under the Existing Pledge Agreement or the Note, whether or not any legal proceeding is commenced hereunder or thereunder and whether or not any Default or Event of Default has occurred and is continuing, and (b) will jointly and severally indemnify the Pledgee on demand against any loss, liability or expense incurred by the Pledgee (other than any such loss, liability or expense directly attributable to gross negligence or willful misconduct of the Pledgee) arising out of or in connection with any action or omission of the Pledgee hereunder or under the Existing Pledge Agreement or the Note, including the costs and expenses of defending itself against any claim or liability (including any claim by any Pledgor) in connection with the exercise or performance of any of its powers or duties hereunder or thereunder. All amounts payable to the Pledgee under this Section accrue interest until paid in full at the rate of 18% per annum, from the date of demand therefor. All such amounts shall constitute additional indebtedness of the Pledgors secured hereunder and shall be payable on demand. Pledgors will also pay, and will hold the Pledgee harmless from, any and all liabilities with respect to, or resulting from any delay in paying, any and all stamps, excise, sales or other taxes or assessments which may be payable or determined to be payable with respect to any of the Collateral or in connection with any of the transactions contemplated by this Agreement or the Existing Pledge Agreement or the Note. All expenses incident to the Pledgors' and Covista's performance of or compliance with Section 6.7, and all expenses incident to the Pledgors' and Capsule's performance of or compliance with Section 6.8, including, without limitation, all registration and filing fees, all fees and expenses of complying with securities or blue sky laws, National Association of Securities Dealers' fees, all printing expenses, the fees and disbursements of counsel for the Covista or Capsule and of their respective independent public accountants, and the expenses of any special audits made by such accountants required by or incident to such performance and compliance, shall be paid by the Pledgors; provided, however, that Covista agrees that it will complete the registrations, qualifications and compliance required pursuant to Section 6.7 even if it does not receive payment or reimbursement of such expenses from the Pledgors and Capsule agrees that, if registration of Capsule Pledged Stock is required pursuant to this Agreement, it will complete the registrations, qualifications and compliance required pursuant to Section 6.8(a) even if it does not receive payment or reimbursement of such expenses from the Pledgors.for