Common use of Expenses, Indemnification, Waiver of Consequential Damages, etc Clause in Contracts

Expenses, Indemnification, Waiver of Consequential Damages, etc. (a) The Guarantors shall, jointly and severally, pay all out-of-pocket expenses (including, without limitation, attorney’s fees and expenses) incurred by the Administrative Agent and each other Secured Party to the extent the Borrower would be required to do so pursuant to Section 12.3 of the Credit Agreement. (b) The Guarantors shall, jointly and severally, pay and indemnify each Recipient against Indemnified Taxes and Other Taxes to the extent the Borrower would be required to do so pursuant to Section 5.11 of the Credit Agreement. (c) The Guarantors shall, jointly and severally, indemnify each Indemnitee to the extent the Borrower would be required to do so pursuant to Section 12.3 of the Credit Agreement. (d) Each Guarantor agrees to the provisions of Sections 12.1(b), 12.1(e), and 12.3(d) of the Credit Agreement, which are incorporated herein by reference as if fully set forth herein; provided that references therein to 119380723_3

Expenses, Indemnification, Waiver of Consequential Damages, etc. (a) The Guarantors shall, jointly and severally, Guarantor shall pay all reasonable out-of-pocket expenses (including, without limitation, reasonable attorney’s fees and expenses) incurred by the Administrative Agent and each other Secured Party to the extent the any Borrower would be required to do so pursuant to Section 12.3 of the Credit Agreement. (b) The Guarantors shall, jointly and severally, Guarantor shall pay and indemnify each Recipient Indemnitee against Indemnified Taxes and Other Taxes to the extent the any Borrower would be required to do so pursuant to Section 5.11 of the Credit Agreement. (c) The Guarantors shall, jointly and severally, Guarantor shall indemnify each Indemnitee to the extent the Borrower Borrowers would be required to do so pursuant to Section 12.3 of the Credit Agreement. (d) Each The Guarantor agrees to the provisions of Sections 12.1(b), 12.1(e), ) and 12.3(d) of the Credit Agreement, which are incorporated herein by reference as if fully set forth herein; provided that references therein to 119380723_3“Agreement” shall mean this Agreement. All amounts due under this Section 4.3 shall be payable promptly after demand therefor.

Expenses, Indemnification, Waiver of Consequential Damages, etc. (a) The Guarantors shallGrantors, jointly and severally, shall pay all reasonable out-of-pocket expenses (including, without limitation, attorney’s reasonable and documented attorneys’ fees and expenses) incurred by the Administrative Agent and each other Secured Party in connection with enforcing or preserving any rights under this Agreement to the extent the Borrower would be required to do so pursuant to Section 12.3 of the Credit Agreement. (b) The Guarantors shallGrantors, jointly and severally, shall pay and shall indemnify each Recipient (which for purposes of this Agreement shall include, without limitation, all Secured Parties) against Indemnified Taxes and Other Taxes to the extent the Borrower would be required to do so pursuant to Section 5.11 of the Credit Agreement. (c) The Guarantors shallGrantors, jointly and severally, shall indemnify each Indemnitee to the extent the Borrower would be required to do so pursuant to Section 12.3 of the Credit Agreement. (d) Each Guarantor Grantor agrees to the provisions of Sections 12.1(b), 12.1(e), and 12.3(d) of the Credit Agreement, which are incorporated herein by reference as if fully set forth herein; provided that references therein to 119380723_3“Agreement” shall mean this Agreement. All amounts due under this Section 7.3 shall be payable promptly after demand therefor. (e) Each party’s obligations under this Section 7.3 shall survive the termination of the Loan Documents and payment of the obligations thereunder.