Common use of Expenses; Documentary Taxes Clause in Contracts

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the Borrower agrees to pay all reasonable out-of-pocket expenses incurred by the Administrative Agent in connection with the syndication, preparation, execution, delivery and administration of this Agreement, the Term Notes and the making of the Term Loans, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx, counsel to the Administrative Agent, as well as all reasonable out-of-pocket expenses incurred by the Lenders in connection with any restructuring or workout of this Agreement or the Term Notes or in connection with the enforcement or protection of the rights of the Lenders in connection with this Agreement or the Term Notes or any other Fundamental Document, and with respect to any action which may be instituted by any Person against any Lender in respect of the foregoing, or as a result of any transaction, action or nonaction arising from the foregoing, including but not limited to the fees and disbursements of any counsel for the Lenders. Such payments shall be made on the date of execution of this Agreement and thereafter on demand. The Borrower agrees that it shall indemnify the Administrative Agent and the Lenders from, and hold them harmless against, any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or the Term Notes or any other Fundamental Document. The obligations of the Borrower under this Section shall survive the termination of this Agreement and/or the payment of the Term Loans.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the Borrower agrees to pay (a) all reasonable out-of-pocket expenses incurred by the Administrative Agent Lender in connection with with, or arising out of, the syndicationperformance of due diligence, the negotiation, preparation, execution, delivery delivery, waiver or modification and administration of this Agreement, the Term Notes Credit Agreement and any other documentation contemplated hereby and the making of the Term Loans, any Collateral, Inventory Collateral or any Fundamental Document, including but not limited to any internally allocated audit coststo, the reasonable out-of-pocket costs of Lender in connection with the administration of this Credit Agreement, the verification of financial data or the transactions contemplated hereby, and the reasonable fees and disbursements of Xxxxxxx Xxxxxxx Mxxxxx, Xxxxx & XxxxxxxxBxxxxxx LLP, counsel to the Administrative Agentfor Lender, as well as and any other counsel that Lender shall retain and (b) all reasonable out-of-pocket expenses incurred by the Lenders Lender in connection with any restructuring or workout of this Agreement or the Term Notes or in connection with the enforcement or protection (as distinguished from administration) of the rights and remedies of the Lenders Lender in connection with this Agreement or Credit Agreement, the Term Notes other Fundamental Documents or any other Fundamental Document, and with respect to any action which may be instituted by any Person against any Lender in respect of notes evidencing the foregoingLoans hereunder, or as a result of any transaction, action or nonaction non-action arising from any of the foregoing, including but not limited to to, the reasonable fees and disbursements of any counsel for the LendersLender. Such payments shall be made on the date of execution of this Credit Agreement is executed by Borrower and thereafter on demand. The Borrower agrees that it shall indemnify the Administrative Agent and the Lenders from, Lender from and hold them harmless against, against any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Credit Agreement or any notes evidencing any of the Term Notes or any other Fundamental DocumentLoans hereunder. The obligations of the Borrower under this Section shall survive the Facility Termination Date, the termination of this Credit Agreement and/or and the payment of the Term Loans.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the Borrower agrees to pay all reasonable out-of-pocket expenses incurred by the Administrative Agent and the Arranger in connection with the syndication, preparation, execution, delivery and administration of this Agreement, the Term Notes and Notes, the making of the Term LoansLoans and issuance and administration of the Letters of Credit, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx, counsel to the Administrative Agent, as well as all reasonable out-of-pocket expenses incurred by the Lenders in connection with any restructuring or workout of this Agreement Agreement, or the Term Notes or the Letters of Credit or in connection with the enforcement or protection of the rights of the Lenders in connection with this Agreement or the Term Notes or the Letters of Credit or any other Fundamental Document, and with respect to any action which may be instituted by any Person against any Lender or any Issuing Lender in respect of the foregoing, or as a result of any transaction, action or nonaction arising from the foregoing, including but not limited to the fees and disbursements of any counsel for the LendersLenders or any Issuing Lender. Such payments shall be made on the date of execution of this Agreement and thereafter promptly on demand. The Borrower agrees that it shall indemnify the Administrative Agent Agent, the Lenders and the Issuing Lenders from, and hold them harmless against, any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or the Term Notes or the issuance of any Letters of Credit or any other Fundamental Document. The obligations of the Borrower under this Section shall survive the termination of this Agreement and/or the payment of the Term LoansLoans and/or expiration of the Letters of Credit for two years.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the The Borrower agrees to pay all reasonable out-of-pocket expenses (i) incurred by the Administrative Agent in connection with the syndication, preparation, executionexecution and delivery, delivery waiver or modification and administration of this Agreement, any other Fundamental Document or any related documents or in connection with the Term Notes performance of due diligence by the Administrative Agent or the syndication of the Loans (whether or not the transactions hereby contemplated shall be consummated), and (ii) incurred by the Administrative Agent in connection with the making of the Term LoansLoans hereunder, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx, counsel to the Administrative Agent, as well as all reasonable out-of-pocket expenses or incurred by the Lenders Administrative Agent or the Banks in connection with any restructuring or workout the enforcement of this Agreement or the Term Notes or in connection with the enforcement or protection of the rights of the Lenders in connection with this Agreement Loans made or the Term Notes issued hereunder or any other Fundamental Document, Documents and with respect to any action which may be instituted by any Person person against any Lender the Banks or the Administrative Agent in respect of the foregoingforegoing (but not with respect to any act of gross negligence or wilful misconduct of the Administrative Agent or any Bank), or as a result of any transaction, action or nonaction arising from the foregoing, including including, but not limited to to, the fees and disbursements of any Cravath, Swaine & Moore, counsel for to the LendersAdministrative Agent. Such payments shall be made on the date of execution of this Agreement and thereafter on demand. The Borrower Thx Xxxrower agrees that it shall indemnify the Banks and the Administrative Agent and the Lenders from, from and hold them harmless against, against any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or Agreement, the Term Notes Fundamental Documents or any other Fundamental Documentof the Notes. The obligations of the Borrower under this Section 10.04 shall survive the termination of this Agreement and the Commitments and/or the payment of the Term LoansNotes.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the Borrower agrees to pay all reasonable out-of-pocket expenses incurred by the Administrative Agent and the Joint Lead Arrangers in connection with the syndication, preparation, execution, delivery and administration of this Agreement, the Term Notes Agreement and the making of the Term Loans, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxxx Xxxxxxx & XxxxxxxxXxxxxxxx LLP, counsel to the Administrative Agent, as well as all reasonable out-of-pocket expenses incurred by the Lenders and the Administrative Agent in connection with any restructuring or workout of this Agreement or the Term Notes or in connection with the enforcement or protection of the rights of the Lenders and the Administrative Agent in connection with this Agreement or the Term Notes or any other Fundamental Document, and with respect to any action which may be instituted by any Person against any Lender or the Administrative Agent in respect of the foregoing, or as a result of any transaction, action or nonaction arising from the foregoing, including but not limited to the fees and disbursements of any counsel for the Lenders. Such payments shall be made on the date of execution of this Agreement and thereafter promptly on demand. The Borrower agrees that it shall indemnify the Administrative Agent and the Lenders from, and hold them harmless against, any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or the Term Notes or any other Fundamental Document. The obligations of the Borrower and each Subsidiary under this Section shall be joint and several obligations and shall survive the termination of this Agreement and/or the payment of the Term LoansLoans for two years.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the Borrower agrees to pay all reasonable out-of-pocket expenses incurred by the Administrative Agent in connection with the syndication, preparation, execution, delivery and administration of this Agreement, the Term Notes and the making of the Term Loans, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx, counsel to the Administrative Agent, as well as all reasonable out-of-pocket expenses incurred by the Lenders in connection with any restructuring or workout of this Agreement Agreement, or the Term Notes or in connection with the enforcement or protection of the rights of the Lenders in connection with this Agreement or the Term Notes or any other Fundamental Document, and with respect to any action which may be instituted by any Person against any Lender in respect of the foregoing, or as a result of any transaction, action or nonaction arising from the foregoing, including but not limited to the fees and disbursements of any counsel for the Lenders. Such payments shall be made on the date of execution of this Agreement and thereafter on demand. The Borrower agrees that it shall indemnify the Administrative Agent and the Lenders from, and hold them harmless against, any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or the Term Notes or any other Fundamental Document. The obligations of the Borrower under this Section shall survive the termination of this Agreement and/or the payment of the Term Loans.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the The Borrower agrees to pay all reasonable out-of-pocket expenses (i) incurred by the Administrative Agent in connection with the syndication, preparation, executionexecution and delivery, delivery waiver or modification and administration of this Agreement, any other Fundamental Document or any related documents or in connection with the Term Notes performance of due diligence by the Administrative Agent or the syndication of the Loans (whether or not the transactions hereby contemplated shall be consummated), and (ii) incurred by the Administrative Agent in connection with the making of the Term LoansLoans hereunder, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx, counsel to the Administrative Agent, as well as all reasonable out-of-pocket expenses or incurred by the Lenders Administrative Agent or the Banks in connection with any restructuring or workout the enforcement of this Agreement or the Term Notes or in connection with the enforcement or protection of the rights of the Lenders in connection with this Agreement Loans made or the Term Notes issued hereunder or any other Fundamental Document, Documents and with respect to any action which may be instituted by any Person person against any Lender the Banks or the Administrative Agent in respect of the foregoingforegoing (but not with respect to any act of gross negligence or willful misconduct of the Administrative Agent or any Bank), or as a result of any transaction, action or nonaction arising from the foregoing, including including, but not D5 limited to to, the fees and disbursements of any Xxxxxxxx Xxxxxxxxx, PC, counsel for to the Lenders. Such payments shall be made on the date of execution of this Agreement and thereafter on demandAdministrative Agent. The Borrower agrees that it shall indemnify the Banks and the Administrative Agent and the Lenders from, from and hold them harmless against, against any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or Agreement, the Term Notes Fundamental Documents or any other Fundamental Documentof the Notes. The obligations of the Borrower under this Section 10.04 shall survive the termination of this Agreement and the Commitments and/or the payment of the Term LoansNotes.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the Borrower agrees to pay all reasonable out-of-pocket expenses incurred by the Administrative Agent Lender in connection with the syndication, transactions hereby contemplated and the preparation, execution, delivery delivery, waiver or modification and administration of this AgreementCredit Agreement and any other documentation contemplated hereby, the Term Notes Note and the making of the Term LoansLoan, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxx, Xxxxx & Xxxxxxx Xxxxxxx & XxxxxxxxLLP, counsel for the Lender, and any other counsel that the Lender shall retain, fees and expenses of technical or other consultants engaged by the Lender to the Administrative Agentextent previously approved by the Borrower. Such payments shall be made on the date of execution of this Credit Agreement and thereafter on demand. In addition, as well as the Borrower agrees to pay all reasonable out-of-pocket expenses incurred by the Lenders Lender in connection with any restructuring or workout of this Agreement or the Term Notes or in connection with the enforcement or protection of the rights of the Lenders Lender in connection with this Credit Agreement or the Term Notes or any other Fundamental DocumentNote, and with respect to any action which may be instituted by any Person against any the Lender in respect of the foregoing, or as a result of any transaction, action or nonaction non-action arising from the foregoing, including but not limited to the fees and disbursements of any counsel for the LendersLender. Such payments shall be made on demand after the date of execution of this Agreement and thereafter on demandCredit Agreement. The Borrower agrees that it shall indemnify the Administrative Agent and the Lenders from, Lender from and hold them it harmless against, against any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Credit Agreement or the Term Notes or any other Fundamental DocumentNote. The obligations of the Borrower under this Section 7.4 shall survive the termination of this Credit Agreement and/or the payment of the Term LoansLoan.

Expenses; Documentary Taxes. Whether or not the transactions hereby contemplated shall be consummated, the The Borrower agrees to pay all reasonable out-of-pocket expenses (i) incurred by the Administrative Agent in connection with the syndication, preparation, executionexecution and delivery, delivery waiver or modification and administration of this Agreement, any other Fundamental Document or any related documents or in connection with the Term Notes performance of due diligence by the Administrative Agent or the syndication of the Loans (whether or not the transactions hereby contemplated shall be consummated), and (ii) incurred by the Administrative Agent in connection with the making of the Term LoansLoans hereunder, including but not limited to any internally allocated audit costs, the reasonable fees and disbursements of Xxxxxxx Xxxxxxx & Xxxxxxxx, counsel to the Administrative Agent, as well as all reasonable out-of-pocket expenses or incurred by the Lenders Administrative Agent or the Banks in connection with any restructuring or workout the enforcement of this Agreement or the Term Notes or in connection with the enforcement or protection of the rights of the Lenders in connection with this Agreement Loans made or the Term Notes issued hereunder or any other Fundamental Document, Documents and with respect to any action which may be instituted by any Person person against any Lender the Banks or the Administrative Agent in respect of the foregoingforegoing (but not with respect to any act of gross negligence or willful misconduct of the Administrative Agent or any Bank), or as a result of any transaction, action or nonaction arising from the foregoing, including including, but not limited to to, the fees and disbursements of any Xxxxxxxx Xxxxxxxxx, PC, counsel for to the Lenders. Such payments shall be made on the date of execution of this Agreement and thereafter on demandAdministrative Agent. The Borrower agrees that it shall indemnify the Banks and the Administrative Agent and the Lenders from, from and hold them harmless against, against any documentary taxes, assessments or charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or Agreement, the Term Notes Fundamental Documents or any other Fundamental Documentof the Notes. The obligations of the Borrower under this Section 10.04 shall survive the termination of this Agreement and the Commitments and/or the payment of the Term LoansNotes.