Common use of Costs, Expenses and Taxes Clause in Contracts

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIII, the Seller agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution and delivery of the Transaction Documents and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee with respect thereto and with respect to advising the Purchaser and the Trustee as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIII, the Seller agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer Issuer, the Receivables Trust Trustee and the Trustee in connection with the preparation, execution and delivery of the Transaction Documents and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser Purchaser, the Receivables Trust Trustee and the Trustee with respect thereto and with respect to advising the Purchaser Purchaser, the Receivables Trust Trustee and the Trustee as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIIIVI, the Seller agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution and delivery of the Transaction Documents and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee with respect thereto and with respect to advising the Purchaser and the Trustee as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIII, the Seller agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution and delivery of the Transaction Documents and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee with respect thereto and with respect to advising the Purchaser and the Trustee as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser and Receivables Trust under Article VIII, the Seller agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer Administrative Agent, and the Indenture Trustee in connection with the preparation, execution and delivery of the Transaction Documents and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser Purchaser, the Receivables Trust and the Indenture Trustee with respect thereto and with respect to advising the Purchaser Purchaser, the Receivables Trust and the Indenture Trustee as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser and the Receivables Trust harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the limited rights of indemnification granted to the Purchaser Company under Article VIIIVII hereof, the each Seller agrees to pay on demand all reasonable out-of-pocket costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee Company in connection with the negotiation, preparation, execution and delivery of of, and any amendment, supplement or other modification to, this Agreement, the other Transaction Documents and any other documents prepared in connection herewith and therewith, and the other agreements consummation and documents to be delivered hereunder administration of the transactions contemplated hereby and thereunderthereby, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee Company with respect thereto and with respect to advising the Purchaser and the Trustee Company as to their its rights and remedies under this Agreement, the other Transaction Documents and any such other documents, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement Agreement, the other Transaction Documents and the documents to be delivered hereunderany such other documents. In addition, the each Seller agrees to pay any and all stamp and other taxes and governmental fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents Transaction Documents to be delivered hereunder, and agrees agree to hold the Purchaser Company harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIII, the Seller agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution and delivery of the Transaction Documents and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-out- of-pocket expenses of counsel for the Purchaser and the Trustee with respect thereto and with respect to advising the Purchaser and the Trustee as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the limited rights of indemnification granted to the Purchaser under Article VIIIARTICLE VII hereof, the Seller Originator agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee Purchaser in connection with the preparation, execution and delivery of the Transaction Documents this Agreement and the other agreements and documents to be delivered hereunder and thereunderhereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee with respect thereto and with respect to advising the Purchaser and the Trustee as to their its rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller Originator agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees agree to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. (a) In addition to the rights of indemnification granted under SECTION 3.1, and subject to the Purchaser under Article VIIIEngagement Letter and the Fee Letter, the Seller agrees to pay on demand (which demand shall be accompanied by documentation thereof in reasonable detail) all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution execution, delivery and delivery administration (including periodic internal audits by the Administrator of Pool Receivables) of this Agreement, the other Transaction Documents and the other documents and agreements and documents to be delivered hereunder (and thereunderall costs and expenses in connection with any amendment, waiver or modification of any thereof), including, without limitation: (i) Attorney Costs for the Administrator, the reasonable fees Issuer and out-of-pocket expenses of counsel for the Purchaser their respective Affiliates and the Trustee agents with respect thereto and with respect to advising the Purchaser Administrator, the Issuer and the Trustee their respective Affiliates and agents as to their rights and remedies under this AgreementAgreement and the other Transaction Documents, and (ii) all costs and expenses (including, without limitation, reasonable counsel fees and expensesincluding Attorney Costs), if any, of the Administrator, the Issuer and their respective Affiliates and agents in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In additionother Transaction Documents; PROVIDED, HOWEVER, that the Seller agrees to pay any shall not be responsible for the costs and all stamp expenses (including Attorney Costs) of Purchasers (in their capacities as such) under the Liquidity Agreement other than such costs and other taxes and fees payable or determined to be payable expenses in connection with the execution, delivery, filing and recording enforcement of this Agreement or the any other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and feesTransaction Document.

Costs, Expenses and Taxes. In addition to to, and without duplication of, the limited rights of indemnification granted to the Purchaser Issuer under Article VIIIVII hereof, the Seller agrees to pay on demand all reasonable out-of-pocket costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution and delivery of the Transaction Documents this Agreement and the other agreements and documents to be delivered hereunder and thereunderhereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee Issuer with respect thereto and with respect to advising the Purchaser and the Trustee Issuer as to their its rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents other Transaction Documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and governmental fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents Transaction Documents to be delivered hereunder, and agrees to hold the Purchaser Issuer harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIII, the Originator and the Initial Seller agrees agree to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer Purchaser and the Trustee in connection with the preparation, execution and delivery of this Agreement, the Transaction Documents Indenture and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee with respect thereto and with respect to advising the Purchaser and the Trustee as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Originator and the Initial Seller agrees agree to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of ------------------------- indemnification granted to the Purchaser under Article VIII, the Seller Originator ------------ agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer Purchaser and the Trustee Administrator in connection with the preparation, execution and delivery of this Agreement, the Transaction Documents Loan Agreement and the other agreements and documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee Administrator with respect thereto and with respect to advising the Purchaser and the Trustee Administrator as to their rights and remedies under this Agreement, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller Originator agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunder, and agrees to hold the Purchaser harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. (a) In addition to the rights of indemnification granted to the Purchaser under pursuant to Article VIIIVIII hereof, the each Seller jointly and severally agrees to pay on demand all reasonable costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee Purchaser in connection with the preparation, execution and delivery of the Transaction Documents this Agreement and the other documents and agreements and documents to be delivered hereunder hereunder, and thereunderany amendments or waivers hereof, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee with respect thereto and with respect to advising the Purchaser and the Trustee as to their its rights and remedies under this AgreementAgreement following the occurrence of an Event of Termination or an Incipient Event of Termination, and each Seller jointly and severally agrees to pay all costs and expenses expenses, if any (including, without limitation, including reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunder. In addition, the Seller agrees to pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents to be delivered hereunderhereunder excluding, and agrees to hold however, any costs of enforcement or collection of Transferred Receivables which are not paid on account of the Purchaser harmless from and against any and all liabilities with respect to insolvency, bankruptcy or resulting from any delay in paying or omitting financial inability to pay such taxes and feesof the applicable Obligor.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIII, the Seller The Company agrees to pay on demand immediately when due all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution execution, delivery, filing, recording, and delivery administration and enforcement of or monitoring of compliance with this Agreement and the Transaction Related Documents and the any other agreements and documents to that may be delivered hereunder in connection with this Agreement or the transactions contemplated hereby, and thereunderany amendment to or waiver or consent under this Agreement, the Letter of Credit or any Related Document, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser Bank and the Trustee with respect thereto and of its counsel, with respect to advising the Purchaser and the Trustee Bank as to their its rights and remedies responsibilities under this Agreement, and all reasonable costs and expenses (including, without limitation, reasonable including counsel fees and expenses), ) in connection with (i) the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement Agreement, the Related Documents and the such other documents to that may be delivered hereunderin connection herewith or therewith or (ii) any action or proceeding relating to a court order, injunction, or other process or decree restraining or seeking to restrain the Bank from paying any amount under the Letter of Credit. In addition, the Seller agrees to Company shall pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or Agreement, the Related Documents and such other documents to be delivered hereunderdocuments, and agrees to hold save the Purchaser Bank harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting omission to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIIISECTION 3.1, the Seller agrees to pay on demand (which demand shall be accompanied by documentation thereof in reasonable detail) all reasonable costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution execution, delivery and delivery administration (including periodic internal audits by the Administrator of Pool Receivables) of this Agreement, the other Transaction Documents and the other documents and agreements and documents to be delivered hereunder (and thereunderall reasonable costs and expenses in connection with any amendment, waiver or modification of any thereof), including, without limitation, the reasonable fees and out-of-pocket expenses of counsel : (i) Attorney Costs for the Administrator, each Purchaser Agent and the Trustee each Purchaser who is an Affiliate of a Purchaser Agent with respect thereto and with respect to advising the Administrator and each Purchaser and the Trustee Group as to their rights and remedies under this AgreementAgreement and the other Transaction Documents, and (ii) all reasonable costs and expenses (including, without limitation, reasonable counsel fees and expensesincluding Attorney Costs), if any, of the Administrator, each Purchaser Group and their respective Affiliates in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunderother Transaction Documents. In addition, the Seller agrees to shall pay on demand any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents or agreements to be delivered hereunder, and agrees to hold the Purchaser save each Indemnified Party harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting omission to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIIISection 3.1, the Seller agrees to pay on demand (which demand shall be accompanied by documentation thereof in reasonable detail) all reasonable costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee in connection with the preparation, execution execution, delivery and delivery administration (including periodic internal audits by the Administrator of Pool Receivables and any fees, costs and expenses incurred with respect to Standard & Poor’s or Xxxxx’x) of this Agreement, the other Transaction Documents and the other documents and agreements and documents to be delivered hereunder (and thereunderall reasonable costs and expenses in connection with any amendment, waiver or modification of any thereof), including, without limitation, the reasonable fees and out-of-pocket expenses of counsel : (i) Attorney Costs for the Administrator, each Purchaser Group and the Trustee their respective Affiliates and agents with respect thereto and with respect to advising the Administrator, each Purchaser Group and the Trustee their respective Affiliates and agents as to their rights and remedies under this AgreementAgreement and the other Transaction Documents, and (ii) all reasonable costs and expenses (including, without limitation, reasonable counsel fees and expensesincluding Attorney Costs), if any, of the Administrator, each Purchaser Group and their respective Affiliates and agents in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the documents to be delivered hereunderother Transaction Documents. In addition, the Seller agrees to shall pay on demand any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents or agreements to be delivered hereunder, and agrees to hold the Purchaser save each Indemnified Party harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting omission to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the limited rights of indemnification granted to the Purchaser Company under Article VIIIVII hereof, the Seller USFC agrees to pay on demand all reasonable out-of-pocket costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee Company in connection with the negotiation, preparation, execution and delivery of of, and any amendment, supplement or other modification to, this Agreement, the other Transaction Documents and any other documents prepared in connection herewith and therewith, and the other agreements consummation and documents to be delivered hereunder administration of the transactions contemplated hereby and thereunderthereby, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee Company with respect thereto and with respect to advising the Purchaser and the Trustee Company as to their its rights and remedies under this Agreement, the other Transaction Documents and any such other documents, and all costs and expenses (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement Agreement, the other Transaction Documents and the documents to be delivered hereunderany such other documents. In addition, the Seller USFC agrees to pay any and all stamp and other taxes and governmental fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other documents Transaction Documents to be delivered hereunder, and agrees to hold the Purchaser Company harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omitting to pay such taxes and fees.

Costs, Expenses and Taxes. In addition to the rights of indemnification granted to the Purchaser under Article VIII, the Seller Borrower agrees to pay on demand all costs and expenses of the Purchaser, the Receivables Trust, the Issuer and the Trustee Lenders in connection with the preparation, execution execution, delivery and delivery amendment of the Transaction Documents and the other agreements and all documents to be delivered hereunder and thereundersubsequent to the Closing Date pursuant to this Agreement, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Purchaser and the Trustee Lenders with respect thereto and with respect to advising the Purchaser and the Trustee Lenders as to their its rights and remedies under this Agreement, and Borrower agrees to pay all costs and expenses of the Lenders, if any (including, without limitation, including reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement and the other documents to be delivered hereunderhereunder excluding, however, any costs of enforcement or collection of any Collateral. In addition, the Seller Borrower agrees to pay any and all stamp and other taxes (other than any income or franchise or similar taxes, or any interest or penalties with respect thereto payable by any Person other than Borrower or an Affiliate thereof) and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of this Agreement or the other and any documents to be delivered hereunder, and Borrower agrees to hold indemnify the Purchaser harmless from and Lenders against any and all liabilities with respect to or resulting from any delay in paying or omitting omission to pay such taxes and fees.