Common use of Expenses and Guarantee Clause in Contracts

Expenses and Guarantee. SECTION 5.1 In connection with the offering, sale and issuance of the Debentures of a series and in connection with the sale of any Trust Securities by the Trust, the Company, in its capacity as borrower with respect to the Debentures of such series, shall: (a) pay all costs and expenses relating to the offering, sale and issuance of Debentures of such series, including commissions to the underwriters payable pursuant to the Purchase Agreement and compensation of the Trustee under the Indenture in accordance with the provisions of Section 6.06 of the Indenture; (b) pay all debts and other obligations (other than with respect to the Trust Securities) and costs and expenses of the Trust (including, but not limited to, costs and expenses relating to the organization of the Trust, the offering, sale and issuance of the Trust Securities (including commissions to the underwriters in connection therewith), the fees and expenses, if any, of the Institutional Trustee, the Delaware Trustee and each Administrator, the costs and expenses relating to the operation of the Trust, including, without limitation, costs and expenses of accountants, attorneys, statistical or bookkeeping services, expenses for printing and engraving and computing or accounting equipment, paying agent(s), registrar(s), transfer agent(s), duplicating, travel and telephone and other telecommunications expenses and costs and expenses incurred in connection with the acquisition, financing, and disposition of Trust assets of the Trust); (c) be primarily and fully liable for any indemnification obligations arising with respect to the Declaration or the Purchase Agreement or the Registration Agreement; and (d) pay any and all taxes, duties, assessments or governmental charges of whatever nature and all liabilities, costs and expenses with respect thereto (other than United States withholding taxes attributable to the Trust or assets of the Trust) to which the Trust may become subject. SECTION 5.2 Upon termination of the Declaration or the removal or resignation of the Delaware Trustee or the Institutional Trustee, as the case may be, pursuant to Section 5.7 of the Declaration, the Company shall pay to the Delaware Trustee or the Institutional Trustee, as the case may be, all amounts owing to the Delaware Trustee or the Institutional Trustee, as the case may be, under Sections 10.4 and 10.6 of the Declaration accrued to the date of such termination, removal or resignation.

Appears in 4 contracts

Samples: First Supplemental Indenture (Leucadia Capital Trust I), Supplemental Indenture (Mercantile Capital Trust I), Supplemental Indenture (Mercantile Bancorporation Inc)

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Expenses and Guarantee. SECTION 5.1 In connection with the offering, sale and issuance of the Debentures of a series and in connection with the sale of any Trust Securities by the Trust, the Company, in its capacity as borrower with respect to the Debentures of such series, shall: (a) pay all costs and expenses relating to the offering, sale and issuance of Debentures of such series, including commissions to the underwriters payable pursuant to the Purchase Agreement and compensation of the Trustee under the Indenture in accordance with the provisions of Section 6.06 of the Indenture; (b) pay all debts and other obligations (other than with respect to the Trust Securities) and costs and expenses of the Trust (including, but not limited to, costs and expenses relating to the organization of the Trust, the offering, sale and issuance of the Trust Securities (including commissions to the underwriters in connection therewith), the fees and expenses, if any, of the Institutional Trustee, the Delaware Trustee and each Administrator, the costs and expenses relating to the operation of the Trust, including, without limitation, costs and expenses of accountants, attorneys, statistical or bookkeeping services, expenses for printing and engraving and computing or accounting equipment, paying agent(s), registrar(s), transfer agent(s), duplicating, travel and telephone and other telecommunications expenses and costs and expenses incurred in connection with the acquisition, financing, and disposition of Trust assets of the Trust); (c) be primarily and fully liable for any indemnification obligations arising with respect to the Declaration or the Purchase Agreement or the Registration Agreement; and (d) pay any and all taxes, duties, assessments or governmental charges of whatever nature and all liabilities, costs and expenses with respect thereto (other than United States withholding taxes attributable to the Trust or assets of the Trust) to which the Trust may become subject. SECTION 5.2 Upon termination of the Declaration or the removal or resignation of the Delaware Trustee or the Institutional Trustee, as the case may be, pursuant to Section 5.7 of the Declaration, the Company shall pay to the Delaware Trustee or the Institutional Trustee, as the case may be, all amounts owing to the Delaware Trustee or the Institutional Trustee, as the case may be, under Sections 10.4 and 10.6 of the Declaration accrued to the date of such termination, removal or resignation.United

Appears in 1 contract

Samples: Supplemental Indenture (Summit Capital Trust I)

Expenses and Guarantee. SECTION 5.1 In connection with the offering, sale and issuance of the Debentures of a series and in connection with the sale of any Trust Securities by the Trust, the Company, in its capacity as borrower with respect to the Debentures of such seriesDebentures, shall: (a) pay all costs and expenses relating to the offering, sale and issuance of Debentures of such series, including commissions to the underwriters payable pursuant to the Purchase Agreement and compensation of the Trustee under the Indenture in accordance with the provisions of Section 6.06 of the Indenture; (b) pay all debts and other obligations (other than with respect to the Trust Securities) and costs and expenses of the Trust (including, but not limited to, costs and expenses relating to the organization of the Trust, the offering, sale and issuance of the each series of Trust Securities (including commissions to the underwriters in connection therewith), the fees and expenses, if any, expenses of the Institutional Trustee, the Delaware Trustee and each AdministratorRegular Trustee, the costs and expenses relating to the operation of the Trust, including, including without limitation, costs and expenses of accountants, attorneys, statistical or bookkeeping services, expenses for printing and engraving and computing or accounting equipment, paying agent(s), registrar(s), transfer agent(s), duplicating, travel and telephone and other telecommunications expenses and costs and expenses incurred in connection with the acquisition, financing, and disposition of Trust assets of the Trust); (c) be primarily and fully liable for any indemnification obligations arising with respect to the Declaration or the Purchase Agreement or the Registration AgreementDeclaration; and (d) pay any and all taxes, duties, assessments or governmental charges of whatever nature and all liabilities, costs and expenses with respect thereto taxes (other than United States withholding taxes attributable to the Trust or assets of the Trust) and all liabilities, costs and expenses with respect to which such taxes of the Trust may become subjectTrust. SECTION 5.2 Upon termination of the Declaration or the removal or resignation of the Delaware Trustee or the Institutional Trustee, as the case may be, pursuant to Section 5.7 of the Declaration, the Company shall pay to the Delaware Trustee or the Institutional Trustee, as the case may be, all amounts owing to the Delaware Trustee or the Institutional Trustee, as the case may be, under Sections 10.4 and 10.6 of the Declaration accrued to the date of such termination, removal or resignation.

Appears in 1 contract

Samples: Supplemental Indenture (Marshall & Ilsley Corp/Wi/)

Expenses and Guarantee. SECTION 5.1 In connection with the offering, sale and issuance of the Debentures of a series and in connection with the sale of any Trust Securities by the Trust, the Company, in its capacity as borrower with respect to the Debentures of such series, shall: (a) pay all costs and expenses relating to the offering, sale and issuance of Debentures of such series, including commissions to the underwriters payable pursuant to the Purchase Agreement and compensation of the Trustee under the Indenture in accordance with the provisions of Section 6.06 of the Indenture; (b) pay all debts and other obligations (other than with respect to the Trust Securities) and costs and expenses of the Trust (including, but not limited to, costs and expenses relating to the organization of the Trust, the offering, sale and issuance of the Trust Securities (including commissions to the underwriters in connection therewith), the fees and expenses, if any, expenses of the Institutional Trustee, the Delaware Trustee and each AdministratorRegular Trustee, the costs and expenses relating to the operation of the Trust, including, without limitation, costs and expenses of accountants, attorneys, statistical or bookkeeping services, expenses for printing and engraving and computing or accounting equipment, paying agent(s), registrar(s), transfer agent(s), duplicating, travel and telephone and other telecommunications expenses and costs and expenses incurred in connection with the acquisition, financing, and disposition of Trust assets of the Trust); (c) be primarily and fully liable for any indemnification obligations arising with respect to the Declaration or the Purchase Agreement or the Registration AgreementDeclaration; and (d) pay any and all taxes, duties, assessments or governmental charges of whatever nature and all liabilities, costs and expenses with respect thereto taxes (other than United States withholding taxes attributable to the Trust or assets of the Trust) and all liabilities, costs and expenses with respect to which such taxes of the Trust may become subjectTrust. SECTION 5.2 Upon termination of the Declaration or the removal or resignation of the Delaware Trustee or the Institutional Trustee, as the case may be, pursuant to Section 5.7 of the Declaration, the Company shall pay to the Delaware Trustee or the Institutional Trustee, as the case may be, all amounts owing to the Delaware Trustee or the Institutional Trustee, as the case may be, under Sections 10.4 and 10.6 of the Declaration accrued to the date of such termination, removal or resignation.

Appears in 1 contract

Samples: First Supplemental Indenture (Union Planters Corp)

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Expenses and Guarantee. SECTION 5.1 In connection with the offering, sale and issuance of the Debentures of a series and in connection with the sale of any Trust Securities by the Trust, the Company, in its capacity as borrower with respect to the Debentures of such seriesDebentures, shall: (a) pay all costs and expenses relating to the offering, sale and issuance of Debentures of such series, including commissions to the underwriters payable pursuant to the Purchase Agreement and compensation of the Trustee under the Indenture in accordance with the provisions of Section 6.06 of the Indenture; (b) pay all debts and other obligations (other than with respect to the Trust Securities) and all costs and expenses of the Trust (including, but not limited to, costs and expenses relating to the organization of the Trust, the offering, sale and issuance of the Trust Securities (including commissions to the underwriters in connection therewith), the fees and expenses, if any, expenses of the Institutional Trustee, the Delaware Trustee and each Administrator, the costs and expenses relating to the operation of the Trust, including, including without limitation, costs and expenses of accountants, attorneys, statistical or bookkeeping services, expenses for printing and engraving and computing or accounting equipment, paying agent(s), registrar(s), transfer agent(s), duplicating, travel and telephone and other telecommunications expenses and costs and expenses incurred in connection with the acquisition, financing, and disposition of Trust assets of the Trust); (c) be primarily and fully liable for any indemnification obligations arising with respect to the Declaration or Declaration, the Purchase Agreement or the Registration Agreement; and (d) pay any and all taxes, duties, assessments or governmental charges of the Trust of whatever nature and all liabilities, costs and expenses with respect thereto (other than United States withholding taxes attributable to the Trust or assets of the Trust) to which the Trust may become subject). SECTION 5.2 Upon termination of the Declaration or the removal or resignation of the a Delaware Trustee or the Institutional Trustee, as the case may be, pursuant to Section 5.7 of the Declaration, the Company shall pay to the Delaware Trustee or the Institutional Trustee, as the case may be, all amounts owing to the Delaware Trustee or the Institutional Trustee, as the case may be, under Sections Section 10.4 and 10.6 of the Declaration accrued to the date of such termination, removal or resignation.

Appears in 1 contract

Samples: Second Supplemental Indenture (Transamerica Capital Iii)

Expenses and Guarantee. SECTION 5.1 In connection with the offering, sale and issuance of the Debentures of a series and in connection with the sale of any Trust Securities by the Trust, the Company, in its capacity as borrower with respect to the Debentures of such series, shall: (a) pay all costs and expenses relating to the offering, sale and issuance of Debentures of such series, including commissions to the underwriters payable pursuant to the Purchase Agreement and compensation of the Trustee (and its agents, attorneys or counsel) under the Indenture in accordance with the provisions of Section 6.06 of the Indenture; (b) pay all debts and other obligations (other than with respect to the Trust Securities) and costs and expenses of the Trust (including, but not limited towithout limitation, costs and expenses relating to the organization of the Trust, the offering, sale and issuance of the Trust Securities (including commissions to the underwriters in connection therewith), the fees and expenses, if any, expenses of the Institutional TrusteeTrustee (and its agents, attorneys or counsel), the Delaware Trustee and each Administrator, the costs and expenses relating to the operation of the Trust, including, without limitation, reasonable costs and expenses of accountants, attorneys, statistical or bookkeeping services, expenses for printing and engraving and computing or accounting equipment, paying agent(s), registrar(s), transfer agent(s), duplicating, travel and telephone and other telecommunications expenses and costs and expenses incurred in connection with the acquisition, financing, and disposition of Trust assets of the Trust); (c) be primarily and fully liable for any indemnification obligations arising with respect to the Declaration or the Purchase Agreement or the Registration Agreement; and (d) pay any and all taxes, duties, assessments or governmental charges of whatever nature and all liabilities, costs and expenses with respect thereto (other than United States withholding taxes attributable to the Trust or assets of the Trust) to which the Trust may become subject. SECTION 5.2 Upon termination of the Declaration or the removal or resignation of the Delaware Trustee or the Institutional Trustee, as the case may be, pursuant to Section 5.7 of the Declaration, the Company shall pay to the Delaware Trustee or the Institutional Trustee, as the case may be, all amounts owing to the Delaware Trustee or the Institutional Trustee, as the case may be, under Sections 10.4 and 10.6 of the Declaration accrued to the date of such termination, removal or resignation.

Appears in 1 contract

Samples: First Supplemental Indenture (Pxre Corp)

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