Costs; Expenses; Indemnities. (a) The Borrower agrees to pay on demand (i) the reasonable costs and expenses of the Agent in connection with the preparation, execution, delivery, administration, modification and amendment of this Agreement, each of the other Loan Documents and each of the other documents to be delivered hereunder and thereunder, including, without limitation, (A) all due diligence, collateral review, syndication, transportation, computer, duplication, appraisal, audit, insurance, consultant, search, filing and recording fees and expenses and (B) the reasonable fees and out-of-pocket expenses of counsel to the Agent with respect thereto and with respect to advising the Agent as to its rights and responsibilities or the perfection, protection or preservation of rights or interests under this Agreement and the other 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 Event of Default or any events or circumstances that may give rise thereto 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) the per diem cost of any audit or collateral evaluation (of not more than $500 per day) of the Agent and (iii) the reasonable costs and expenses of the Lender Parties (including, without limitation, reasonable counsel fees and expenses) in connection with the enforcement (whether through negotiation, legal proceedings or otherwise) of this Agreement, the other Loan Documents and the other documents to be delivered hereunder or thereunder.
Costs; Expenses; Indemnities. (a) The Borrower agrees to pay on demand (i) all costs and expenses of the Administrative Agent and its respective Affiliates in connection with the preparation, execution, delivery, administration, syndication, modification and amendment of this Agreement, each of the other Loan Documents and each of the other documents to be delivered hereunder and thereunder, including, without limitation, the fees and out-of-pocket expenses of counsel, accountants, appraisers, consultants or industry experts retained by the Administrative Agent with respect thereto and, as to the Administrative Agent, with respect to advising it as to its rights and responsibilities under this Agreement and the other Loan Documents, and (ii) all costs and expenses of the Administrative Agent or any of the Lenders (including, without limitation, the fees and out-of-pocket expenses of counsel, accountants, appraisers, consultants or industry experts retained by the Administrative Agent or any Lender) in connection with the restructuring or enforcement (whether through negotiation, legal proceedings or otherwise) of this Agreement and the other Loan Documents.
Costs; Expenses; Indemnities. (a) The Borrower agrees to pay on demand all costs and expenses in connection with the preparation, execution, delivery, administration, modification and amendment of this Agreement, the other Loan Documents and the other documents to be delivered hereunder or thereunder, including, without limitation, the specified reasonable fees and out-of-pocket expenses of one counsel to the Facility Agents and the Arrangers with respect thereto and with respect to advising the Facility Agents and the Arrangers as to their rights and responsibilities under this Agreement, and all costs and expenses of the Arrangers, the Facility Agents and the Banks (including, without limitation, reasonable counsel fees and expenses) in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Agreement, the other Loan Documents and the other documents to be delivered hereunder and thereunder.
Costs; Expenses; Indemnities. (a) Each of the parties hereto shall bear its own expenses (including, without limitation, fees and expenses of the counsel, accountants, appraisers, consultants or industry experts or other experts) incurred by it in connection with the preparation, negotiation, execution, delivery, administration, modification and amendment of this Agreement, each of the other Loan Documents and each of the other documents to be delivered hereunder and thereunder and the transactions contemplated hereby and thereby.
Costs; Expenses; Indemnities. (a) The Borrower agrees to pay to the Lender or as the Lender may direct, on demand, all costs and expenses of the Lender (including, without limitation, the fees and out-of-pocket expenses of counsel, retained by the Lender) in connection with the modification, amendment or enforcement (whether through negotiation, legal proceedings or otherwise) of this Agreement and the other Loan Documents.
Costs; Expenses; Indemnities. (a) The Borrower agrees to pay on demand (i) all costs and expenses of the Agent in connection with the preparation, execution, delivery, administration, modification and amendment of this Agreement, each of the other Loan Documents and each of the other documents to be delivered hereunder and thereunder, including, without limitation, the fees and out-of-pocket expenses of counsel, accountants, appraisers, consultants or industry experts retained by the Agent with respect thereto, search, filing and recording fees due diligence, syndication including printing, distribution and bank meeting, transportation, computer, duplication, messenger, audit, insurance, appraisal and consultation costs and expenses and, as to the Agent, with respect to advising it as to its rights and responsibilities under this Agreement and the other Loan Documents, and (ii) all costs and expenses of the Agent, each Issuer and each Lender (including, without limitation, the fees and out-of-pocket expenses of counsel, accountants, appraisers, consultants or industry experts retained by the Agent or any Issuer or Lender) in connection with the enforcement (whether through negotiation, legal proceedings or otherwise) of this Agreement and the other Loan Documents.
Costs; Expenses; Indemnities. 72 9.5. Right of Set-off..................................... 73 9.6. Binding Effect....................................... 74 9.7. Assignments and Participations....................... 74 9.8. Governing Law; Severability.......................... 75 9.9. Submission to Jurisdiction; Service of Process................................... 75 9.10. Execution in Counterparts............................ 76 9.11.
Costs; Expenses; Indemnities. (a) The Borrower agrees to pay on demand (i) all reasonable out-of-pocket costs and expenses of the Administrative Agent, the Documentation Agent and the Collateral Agent in connection with the preparation, execution, delivery, administration, modification and amendment of this Agreement, each of the other Loan Documents and each of the other documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel, accountants, appraiser, consultants or industry experts retained by the Administrative Agent, the Documentation Agent or the Collateral Agent with respect thereto and of counsel to the Administrative Agent with respect to advising the Administrative Agent as to its rights and responsibilities under this Agreement and the other Loan Documents, and (ii) all costs and expenses of the Administrative Agent, the Documentation Agent, the Collateral Agent and each Lender (including, without limitation, reasonable fees and expenses of counsel, accountants, appraisers, consultants or industry experts retained by the Administrative Agent, the Documentation Agent, the Collateral Agent or any Lender) in connection with the restructuring of, enforcement (whether through negotiations, legal proceedings or otherwise) of or protection of rights under this Agreement, the other Loan Documents and the other documents to be delivered hereunder or thereunder.
Costs; Expenses; Indemnities. 10.5 Right of Set-off
Costs; Expenses; Indemnities. (a) The Loan Parties jointly and severally agree to pay on demand (i) all reasonable costs and expenses of the Agent in connection with the preparation, execution, delivery, administration, modification and amendment of this Agreement, each of the other Loan Documents and each of the other documents to be delivered hereunder and thereunder, including, without limitation, the reasonable fees and out–of–pocket expenses of counsel, accountants, appraisers, consultants or industry experts retained by the Agent, or the Collateral Agent (if any), with respect thereto and with respect to advising it as to its rights and responsibilities under this Agreement and the other Loan Documents; (ii) all reasonable costs and expenses of the Agent, the Collateral Agent, the Issuer and each Lender (including, without limitation, the reasonable fees and out–of–pocket expenses of counsel, accountants, appraisers, investment bankers and advisors, consultants or industry experts retained by the Agent, the Collateral Agent the Issuer or any Lender) in connection with the restructuring or enforcement (whether through negotiation, legal proceedings or otherwise) of this Agreement and the other Loan Documents and (iii) all reasonable fees and expenses incurred by the Collateral Agent, without duplication, in connection with the audits, reports, investigations and other matters created or performed pursuant to this Agreement, including pursuant to Sections 6.12(k), 6.16, 6.19 and 6.22.
